Legislative Regulation In Foreign Investor's Merger And Acquisition Of State Owned Enterprise

Transnational M & A has become an important means of innovation and restructure of state-owned enterprise. Foreign capital invests state-owned enterprise by the means of transnational M & A can not only make up lack of capital for restructure of state-owned enterprise, restructure the frame of enterprise, adjust and upgrade the industry frame finally, but also can help the state-owned enterprise turn the table of low-effective and loss, do good to the system innovation of state-owned enterprise in order to prompt the international competitiveness faster and better.However, we must clearly recognize that the intention of the foreign capital entering into Chinese market is to get the largest market share, get more profit and hope to get the control right of state-owned enterprise. State-owned enterprise must maintain the reasonable deployment of state economic structure and economic safety. The top task is to build the legal system for transnational M&A of state-owned enterprise.The thesis discusses the problems of transnational M&A of state-owned enterprise from the point of legal regulation. The thesis is divided into four parts. The first chapter mainly instructs transnational M&A of state-owned enterprise. First, analysis the meaning and legal feature of transnational M&A; second, instruct the two means of transnational M&A state-enterprise according to whether the objective company is a listed company. Chapter two starts from the legal analysis the case of Xugong--Carlyle, instructs the status in quo of legal system and analyzes the defect of legal system of enterprise in respect of the whole structure and content. Chapter three reviews the legal systems for transnational M&A of state-owned enterprise of America, Germany and Japanese and then analyzes and compares the commons and differences of the three legal systems. Chapter four mainly introduces the cooperation prince of foreign investors' M&A; the international legislative regulation; introduction of international convention which regulates transnational M&A; methods of international cooperation. Chapter five, the writer submits some advice on improving the legal system of transnational M&A for state-owned enterprise, such as continue improving Interim Provisions on the Takeover of Domestic Enterprises by Foreign Investors, and unify the legal system of transnational.