Mergers And Acquisitions In The Financial And Accounting Issues For Study

The concept of" Corpoation Merger and Acquisition" firstemenged in westem coUntries. Nowadays, it becoms moe and rnoreimportant in Chinese economy.twation im is an inexorble tread in the development ofsecurity market. It is also a necessary channel to allocate resourcesand adjust the industrial structure. But as far as China is concemed,the refomi of enterprises shOuld go fruther. Security tnaret andrelevant regulations need to be perfected. Against the background,it is important that we develop the useful and discard the useless ofWestem's wn theories and apply them to theporation M&A inChina. Because the theories of Chinese Corportion M&A originallycame from the west, there are rnany defects that do not meet theneeds of socialistic Inaret economy. SO it is necessary that weintegrate the theories with the concrete conditions of China and buildthe theoretical system of im with Chinese characteristics.This thesis aim at discussing several special financial issues inbusiness nlenger and acquisition (M&A), based on the basicknowledge of this field. These financial issues are the key points anddifficulties in M&A. They are not only independent but alsointerrelated closely. Financial decision on these issues runs tdroughthe procedure of M&A and makes up the rnain conents of financialmanagement in M&A. This thesis can be divided into six parts:Part 1 firstly interpretS the concept of meraer and the concept ofacquisitOn. Acquisition includes meraed acquisition and non -merged acquistion. Merger is defined extensively and ineatensively.In this thesis, cxtensive concept of mereer is adoPted. wi1en Memerand ACquisition is applied at the same tirne, un is the propertytransaction activity which is conducted for the purpoe of obtainingthe right tO conbol weet cOmPany. The manner Of un includes' cash pannent, exchange of shares and leveraged buyOut.This part also presents ti1e financial rnOives of WhFnancial: Syneny wi1ich arises fron under -- valuation, taxavoidance andforecast investrnent diversification. Non-fianancial mOives includesmanaged syneny, intention of corPOration develwnt arid the shareOf market. In contrast which the cases Ot un abroad, the financialmOives in C11ina have special characteristics. In China, theincentives of hotion un derives for extemal forces such asgOvernment's will or 1eaders' mp interests.Pall 2 discusses the selecion of Tnyet hetions frOm thePOint Of financial analsis. The selection of Tanget twationincludes three steps. FirStlY, the acquiring corPOation works out theselected standard. Secondly accOrding to the selected standard, weshOuld select one or ore tnyet corPOrations which will be acquired.Fnally analyzes the tamet corporatin han the POi11t of finance, thendetendnes the targ corPoration' Meanwhile, the disseration alsodiscusses De Po1t System.Pari 3 introduces the system of value apPraisal methOds inM. These methods are adOPted extensively in the m cases offOreign developed countries. Discounted cash flow method isregarded as the mot scientific and mature aPPraisal method. Currentrnarket va1ue method in a shOrt -- temi one, so it has som weakpoints' W provides a new train Of thOugh for value appraisal inty. Rep1acenlent cost methed and disposal value method issimilar tO asset appraisal method in China.Afer interpreting the methods' characteristics and sphere ofapplication, this pwt analyzes the feasibility Of these methods inChina. There are a series of problerns concerning value appraisal inW of Chinese comPanies, which are related tO the irnPerfectcapita1 market. In order to standardize the operation Of setting un.price, on the one hand, much have tO be dOne tO cultivate anddevelop capital market; on the other hand, Strict rules by lawshould be made tO restrict the pattern and procedue of making price innon -- open maret. Meanwhile the disseration discusses that shell'svalue consists Of bo par...