Study On Legal Issues Of State-owned Enterprises M&A By Foreign Capital

To reform the state-owned enterprises, especially the massive state-owned enterprises, and to gain the funds for development, to thaw the frozen capitals, and to build the modern enterprise institution, using foreign capital is an important approach. The foreign capital purchasing state -owned enterprises is a form of transnational merger & acquisition, which is different in many aspects from the internal merger & acquisition. Because it is in the jurisdiction of Chinese merger & acquisition laws, and it is in a different model of action. This essay tries to study the legal environment and the models of Chinese transnational merger & acquisition from both a legal and an economic viewpoint. And takes the example of the merger & acquisition of Dongfeng Motor Company Ltd. and Nissan Motor Company Ltd. to demonstrate the models, characters, and focuses of that action. Especially focused problems are employees' rights protection, the new construction of organizations of the Communist Party of China, Labor Union & the Communist Youth League of China, and how to avoid the draining of state-owned capitals and talents. What is more, this essay tries to reveal the problems caused by the special position of state-owned enterprises and the absence of concerning laws. By above analysis and discussion, combined with the developed and developing countries' concerning laws, the author gives several specific legal advise on the perfection of Chinese transnational merger & acquisition laws.