The Legal Regulation Of Anti-takeover Acts Of China's Listed Companies

Act of anti-takeover of listed companies is a defensive behavior for acquisition and implementation of listed companies,and its aim is to assist the target company in order to resist and defeat the takeover,hostile takeover in particular.Act of anti-takeover is to introduce competition mechanism for the company's asset restructuring and provide a bargaining opportunity to protect the interests of shareholders.However,the absence of an appropriate regulatory system,anti-takeover must also have a possible negative impact, such as anti-takeover increases the cost of an acquisition and then will be lead to a waste of social resources,weakening the acquisition system for the conduct of target company's supervision.In the battle of hostile takeover and anti-takeover,the interests of shareholders,the company system and capital markets must be greatly affected.For these reasons,Britain and the United States and other countries have made specific anti-takeover provisions for listed companies,and formed two different modes of decision making power to decide the acts of anti-takeover.a board of directors' and shareholders of the General Assembly's,In China,as economic development and the gradual deepening of reform and opening up,the company gradually increases the quantity,scale,ownership structure is also changing,the market of takeover and anti-takeover is fierce.Hostile takeovers and the following anti-takeover activities increase more and more causing a big impact for the capital markets.there is an urgent need for the legal system related to the establishment and improvement of relevant legislation,China has lagged far behind in market development,the"Company Law","Securities Act"does not make any provisions of anti-takeovers,the system requirements of"the acquisition management practices of listed companies,"are too easy and general.In this paper,the listed company's anti-takeover acts and its regulatory law are the main lines,first of all giving a research for the concept and types of the acquisition of the listed companies,on the basis of above analyses,Secondly,focuing on the world's common anti-takeover strategies,the main of which are corporate governance,stock exchanges, legal and so on.And then leads to conflict of interests and value analysis of acts of anti-takeover regulations,demonstrating the possibility of acts of anti-takeover of the target company to take,laws and regulations must be need for anti-takeover acts.Third,a brief overview of the legislation regulation mode of the world's most sophisticated captial countries such as Britain and the United States and the German,and the two Anglo-American models to enact legislation are analyed in detail.In combination with the demonstration the front basis of the analysis,and finally putting forward the Chinese concept,the value orientation of anti-takeoverlegislation,anti-takeover ownership of the decision-making power,basic principles of the anti-takeover legislation are described.then bringing a series of defensive measures for China's listed companies before and when faced with the acquisition of takeovers.