| Public company anti-takeover are also called takeover defense.It usually happens in hostile merger,the anti-takeover measures are adopted by target company to resist or frustrate buyout offers.The essence of anti-takeover is to control the ownership of a company and to share the target company's profit.The core of anti-takeover is transferring the ownership of the target company. It is inevitable that the Public companies in China adopt anti-takeover measures, especially for the governors of a company, they must try their best to prevent takeover activity to keep their leadership status. There are two sides of effects for anti-takeover in China, one is positive and the other is nagetive. All the anti-takeover mearures should be on the basis of Chinese Law and Code, and for the benefit of target comanpany and all the parties related.This paper seeks to establish a system of anti-takeover measures. The whole paper is divided into five parts. First of all, the author introduces the backgroud of this paper, why and how to estabish the system. In the second chapter, the author analyses three basic theories for anti-takeover, they are Market for Corporate Control, Social Obligation for Corporate and Commission Agency and management. Then, the author studies the anti-takeover measures adopted in England and the USA, and analyses the case of SNDA VS SINA.Following this,some typical strategies such as, Anti-takeover Amendment, Poison Pill, Reasonable Shareholder Structure, Litigation, MBO and Share Buyback. On the study of six anti-takeover measures, the research is motivated to establish an anti-takeover system for China public company. The system will be four level, all level should be a whole and interactional.This paper has a deep research in Anti-takeover measures through the study of a lot of literature, many theories and real situation in and abroad, on the base of marketing ecocomy. The theories are economics, accounting , business administration, gambling, laws, and so on. This paper seeks to establish simple model through demonstration, mico analyse and camparing. Finally, establish a system of anti-takeover measures... |