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Management Buy-out Legislation Research

Posted on:2005-03-05Degree:MasterType:Thesis
Country:ChinaCandidate:Z F ZhouFull Text:PDF
GTID:2156360122991702Subject:Economic Law
Abstract/Summary:PDF Full Text Request
Management buy-out, whose abridgement is mbo, originated in 20 century 70th in America, prevailed in western countries in 80th.it was introduced into China in the late 90th.in China, mbo is so active and alive. About 100 listed companies submit their scenarios in 2003.but, is mbo a real good remedy for state owned companies? Does China have legal environment to support mbo? How to standardize mbo and make use of it? to answer these questions, this article analyzes it from three angles: legal conception, legal obstacle, legal consummation.In the first part, the article describes mbo's conception, characteristics, comparing with interrelated conceptions, comparing with western mbo. the interrelated conceptions including state share reducing, personnel holding shares, foreign capital merger, company bankruptcy. The differences between Chinese mbo and western mbo are divided into five aspects: background, purchasing persons, share holding proportion, financing strategy, price mode. The article thinks that mbo has two functions: clearing property rights, share impetus, so, mbo can be used to help the industry adjustment and equity reform.In the second part, the article conjoins with the reality, analyze that what kind of legal obstacle from company law, securities law, commercial bank law, loan general rule that mbo can encounter .the law blankness makes the law feel useless to mbo, while the conflicts add the difficulty to mbo. So. In order to guarantee mbo go smoothly, the best way is to consummate the legislation, and strengthen the supervision.In the third part, the article gives six suggestions. The first is to enact special mbo law and stipulate all things that related to mbo. The second is to supervise over related dealing, manipulating share market, insider dealing, safeguarding the state shareholders' interesting. The third is to limit the purchaser and seller. The fourth is to evaluate the state owned asserts and the share price. The fifth is to make out the detail information which should be revealed in public, and strengthen punishment to these wrongdoers. The sixth is to confine the managers' tenure and special company's duration.
Keywords/Search Tags:Management buy-out, legal conception, legal obstacle, legal consummation.
PDF Full Text Request
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