Legal Of Gamble Agreement

In recent years, gambling agreement on Chinese corporate finance, mergers and reorganization process has been more widely used to Mengniu, represented some of the domestic enterprises successfully used for gambling agreements that make business has been rapid development. Further example of this success the company has attracted more foreign investment in the process, the use of this relatively new gambling agreements financing.The so-called agreement on the gambling side investors and financing agreement, the two sides of a situation of uncertainty for the future convention. If the agreed upon conditions occur, the investor can exercise a right; does not appear if the agreed conditions, financing the exercise of a right side. Therefore, the agreement is actually gambling a form of options.In reality, the relevant provisions of the two sides through the design of gambling on the gambling agreements can effectively protect the interests of investors, but due to various reasons, gambling agreement on China's capital market has not become a system set up and has not been frequently used. But in the international business investment in domestic enterprises, on the gambling agreement has been widely adopted. Business investment in entrepreneurial, mature business investment, there are agreements on the gambling cases of successful application, and ultimately business also achieved good results. Study international business in the case of gambling agreements for improving the quality of listed companies in China, will also have very real significance.Specific operations, the use of arrangements of gambling is based on the two sides should agree that: 1. The value is not in historical performance, but to future earnings capacity; 2. All their tangible and intangible values, including technology, patents, trademarks , brand, reputation and market position. Focus is reflected in the income index, income do not increase, all of discussion; 3. Future earning capacity of enterprises and real intrinsic value, difficult to make accurate judgments in advance.Corporate finance side stressed the strengths and advantages, proved promising future, investors pointed out that the weakness of the enterprise and the difficulties faced, and speak in future because, since the two sides fail to reach consensus on the future of the practice without any results as "the sole criterion for testing truth "? If the company later proven not bad really effective, the original financiers began asking price is reasonable, investors should pay an additional price; the other hand, financing party shall reduce the purchase price. Therefore, gambling is gambling on the future, will be closing conditions into the future ruling. When the transaction is only a basic agreement on the price, and then again at the company's future performance on the final transaction price adjustment.Mengniu, Yongle Home Appliances, Xuzhou industrial and other enterprises with foreign investment as the representative institutions for financing the merger agreement and the agreement with the case of gambling, we are only able to find a successful model, but also find the failure cases. Capital market M & A deal in the commercial reality of gambling, commercial material to us at the same time, lead to legal Perspective. This article attempts to focus on the emerging agreement on the legal gambling topics, from the laws on gambling content and features of the agreement to start, observe the agreement on the application of gambling space, which in turn the agreement on the legal nature of gambling and legal structure, the last of implicit agreement on gambling with the legal risks and possible risk prevention measures.