On The Takeover Of Listed Companies Information Disclosure System

In this thesis, it was introduced that the basic problems about the takeover and acquisition of listed companies, including, the concepts, ways, especially the ways determined by the special characteristics of the stock market in China. On the basis of these, modes and actions of the Information Disclosure System about takeover and acquisition of listed companies, and the development of the Information Disclosure System about takeover and acquisition of listed companies are analyzed. Following these, this thesis concentrated on the four parts: 1, the determination of the body who should undertake the duty to disclose the information about takeover and acquisition; 2, the determination of the time of the Information Disclosure based on the body of the Information Disclosure; 3, the contents of the Information Disclosure; 4, the civil liability of misrepresentation.Through referring to the rules of the Information Disclosure System about takeover and acquisition of listed companies in the England, U.S.A, Hong Kong, etc, the comparative study was applied in this thesis. The characteristics and defaults of domestic rules were analyzed, such as the reasons of assuming the agreed acquisition as the main ways of the acquisition, the determination of the domestic controlling shareholders, the importance of the controlling shareholders undertaking the information disclosure, the reasonable determination of the time of the controlling shareholders to undertake information disclosure, the regulations and results of Actual Controllers and Actors in Concert, the revision of exemption system. All of these problems were analyzed in detail and some new opinions were proposed.