Study On Foreign Capital Merger And Acquisition Laws In China

Along with the deepening and the enlarging of China's opening to the outside world, specially final protection period after entry of WTO is approaching, state-owned enterprises are further reformed and entire circulation reformation in stock market is emerging and fast progressing, since 2005, merger and acquisition market of China has erupted. Kinds of large-scale foreign capital purchase annexation heads forward. But foreign capital merger and acquisition related laws, regulations, supervising and managing systems are far from perfect in our country. For the loophole and the conflict lies in legislation and the system, the benefit of parties engaged in merger and acquisition could be harmed. The competent officials may negligently or intently give up essential examination and supervision in order to bring in foreign capital; on the other hand, they may make the foreign capital merger and acquisition more difficult. Based on the existing problem in practice, this article attempts to propose a seeing to the foreign capital merger and acquisition laws, regulations and systems in our country.This article altogether is divided four major parts. The first part introduced the meaning, model, primary characteristic, function and the short-term tendency of the foreign capital merger and acquisition in our country. The second part carried on the introduction and the analysis of other nation's foreign capital merger and acquisition laws and system, such as US, Germany, Japan. The third part has analyzed the present situation, the flaw and the insufficiency of our country's foreign capital merger and acquisition laws and systems. Mainly includes: Systematic insufficiency, low legal effect, content incomplete, deficient coordination. Fourth part focused on several major problems lies in the practice of our country's foreign capital merger and acquisition: market access, anti-monopoly, the state asset outflow, examination and approval of the foreign capital merger and acquisition, labor benefit protection, which were carried on one by one by analyzing and put forward the countermeasure proposal.