Study On Legal Regulations Of Hostile Takeover Of Listed Company In China

Hostile takeover is one kind of methods by acquisition that bypassing the management of the target company. It has developed by the development of the stock free transfer system, the scattered rights of shareholders, and the isolate of the ownership and control rights. Hostile takeover can help enterprises joint efficiently and improve their management efficiency .It has the function of optimizing the utility of recourses. But Hostile takeover may cause great impact on stock market .The rights of minority shareholders may be damaged. So how to regulate hostile takeover and play the positive effects on and prevent their side effects worth us thinking.The framework of the acquisition has been formed in our country. But there are many incomplete places in this framework. The legal regulations system now pay more attention to the regulations about bitter makers. The system ignored the information disclosure belongs to the management of target company. The anti-takeover system need to be added. In addition, the principles of the modifying of the purchasing offer and the civil liability of the bitters who make false statements need to be perfected. There are also some other problems such as the rights of the minority shareholders in the two parts of the acquisition lack of being protected ,the rights of the management in bitter makers always being neglected ,and so on.According to the basic theory and the research on the value , learning from the advanced experience of foreign countries and considering the current status in our country, we should have the view that the legal regulation of hostile takeover should not be too strict ,and we should protect positive hostile takeover .The liability of information disclosure belongs to the target company should be strengthened and the anti-takeover system should be added. The bitter makers should set the principles of the modifying of the purchasing offer. The civil liability of the bitters who make false statements need to be perfected. Then the rights of the management of the bitter makers should be protected, and the rights of the minority shareholders of the two parts should be stressed. All these efforts are supposed to constitute a perfect legal regulation system on hostile takeover in China.