The Legal Matter Research Of Chinese Quoted Company Merger That Are Carried Out By Foreign Capital Owner

Under the fast development of world economy compacting, all of characteristic of region economy and globalization economy are taking concentrated expression. More transnational merger cases are carried out in a lot of big merger cases at the end of twenty century. The transnational mergers are becoming the main trend of world merger economy now. After the China has became the member of WTO, the law of corporation has been issued and actualized and the stock rights system has been reformed, the right of foreign capital owner that to carry out merger with Chinese quoted company has been improved and the merger which is carried out by foreign capital owner shall face to a new situation. The law and statute of merger which is carried out by foreign capital owner in Chinese are not perfect. The arrangement of legalization are too much and more standard with actual operation purpose are all administrative statute and less force of law in current Chinese law system. The purchase theory and relative operation practice of Chinese and others country are arranged according to the relative problems of merger which is carried out by foreign capital owner in this thesis.According to the corporation attitude of target company manager and purchaser, the purchase of quoted company can be divided into two styles. One is friendly purchase, the other is hostile purchase. The aim of friendly purchase is to get the co-operation of target company manager. Purchaser always gets agreement of target company manager before the merger case is carried out and will have close co-operation with target company manager who can actively advise company shareholder to sell their share to purchaser. In hostile purchase, the target company manager refuses to carry out the cooperation purchase with purchaser and always take the measure of contra-purchase to prevent the purchase can be favorably carried out. Other friendly purchase or hostile purchase, as an independent benefit principal, the target company manager have special benefit desire of themselves, so they could damage the legal interest of shareholders for their benefit during the co-operation or competing with purchaser.In terms of the Chinese actual market economy situation, the writer of this thesis elaborate her opinion from three main parts to analyze and discuss the way to perfect the law of which foreign capital owner purchase Chinese quoted company and treat the problem that how to settle the quoted company contra-purchase law which is fulfill the...