The Research On Securities Regulation Of Asset Reorganization By Listed Companies

As stock market develops in china,assets reorganization has been serving as the major method for improving management and reversing deficit for listed companies. In the mean time,however,some illegal cases of assets reorganization,like fake assets reorganization,non-standard public announcement,non-equivalent connected transaction,have often occurred.To regulate significant assets reorganization activities of listed companies,China Securities Regulatory Commission issued《Administrative Measures for the Significant Asset Reorganization of Listed Companies》in 16^th,April,2008.This is an initiative move on the part of China's Security Regulatory Organ as an effort to tackle new problems and challenges that confronts securities regulation in the background of global stock circulation.However, it is undeniable that,as Chinese stock market is still new and in its transitional stage, the philosophy and system of Chinese securities regulatory organs towards securities regulation of assets reorganization by listed companies are still with deficiencies.For instance,the consideration of state-owned enterprises about objectives of securities regulation when state-owned enterprises are involved,the dual role of securities regulation organs as both the judge and athletes,the suspension system of assets reorganization,delisting system of listed companies and protection system of dissident shareholders.Therefore,by referring to some basic theories of securities regulation and practices in some major foreign countries,the author proposes some suggestions in this dissertation to tackle with the problems mentioned above.This dissertation contains four chapters,with their respective contents as follows:The first chapter introduces the concept and basic types of assets reorganization, analyses the motivations and problems of assets reorganization of Chinese listed companies as well as the necessity of securities regulations in the process.The second chapter introduces the development of chinaese policies on assets reorganization of listed companies,illustrates the background of the adoption of《Administrative Measures for the Significant Asset Reorganization of Listed Companies》,on which an interpretation is also made.Based on the analysis above, the dissertation further analyzes the deficiencies in the philosophy and system of Chinese securities regulation of significant asset reorganization by listed companies.The third chapter first introduces the basic theories of securities regulation and the practice of securities regulation in some major foreign countries,based on which, it further explains what china can learn from them.The fourth chapter proposes a few suggestions for the provement of Chinese securities regulation on significant asset reorganization by listed companies,including innovations of their philosophy and improvement of the system.