China's Listed Companies Tender Offer Legal Issues

Tender offer of listed company is a transaction which the offeror makes public offers to all the relevant security holders of the target company to buy their voting securities with fixed price within a limited period, in order to control the company. The paper analyses the current tender offer legal system of listed company in Chinese security market including mandatory tender offer, anti-tender offer and problems in procedure of tender offer using reference to the mature experiences in the Unite States and England. The paper draws the conclusion that the mandatory tender offer system in current Chinese legislature should be canceled; instead, the supervising model mainly focusing on strict information disclosure should be established. Besides, we should set up totally pure shareholder meeting -decided anti-tender offer systems. Next, we should verify and perfect the concrete provisions in procedure of tender offer. Finally, the paper makes a tentative prospect towards the improvement of tender offer legal system in China.