Acquisition Of Listed Companies, The Interests Of Minority Shareholders To Protect

There were five waves of merger in the word since last century, it promoted the development of the productivity most. Corporate takeover as an important part of merger happened in China in 1993, that Shenzhen Baoan Company took over Shanghai Yanzhong Company in Shanghai List. From then on, affairs of takeover happen in China frequently. At the same time, lawmaking section tries best to normalize the act of corporate takeover. But in regard to current and practice, there are still a lot of problems, the most concentrated is the benefits of the minority shareholders, that can not get good guarantee. Minority shareholders as some of stock market investors are headspring and foundation that stock company depends on to exist, again the stock market depends on to develop. If the benefits of the minority shareholders can not get guarantee, the enthusiasm of invest will suffer defeat. Finally, it is difficult to develop the stock market. Owing to this, author writes this article, research for how to protect the minority shareholders.The article, adopting the approach of comparative law, law interpretation and science of economics, reviews and analyzes all the main legal issues concerning corporate takeover and puts forward some proposals and suggestions based on the actual circumstance of China.The article consists of three parts besides a preface and conclusion. In part one, the concept of corporate takeover and minority shareholders are explained and reviewed. As a result, corporate takeover is needed, and it is important to protect the minority shareholders. In part two, the author talks about how to protect the minority shareholders by four forms of corporate takeover which are voluntary tender offer, mandatory tender offer, agreement takeover and resisting takeover. In part three, the author analyze compensation, suggest to draw up punish compensation rules and build an association to protect the minority shareholders.