Chinese Enterprises In The U.s. Legal Environment, The Implementation Of Overseas Mergers And Acquisitions

Along with the deepening of economic globalization, cross-border M&A have become the main form of foreign direct investment. From a global perspective, the world is experiencing the fifth wave of cross-border M&A. Under the influence of cross-border M&A in the world, the Chinese enterprises' overseas M&A are booming. The prosperity of Chinese enterprises' overseas M&A is a strategic stage, instead of something that arose suddenly and occasionally. Because of the large differences on politics, the economy, legal system and culture between the domestic market and overseas, the Chinese enterprises are facing many barriers among which the legal barriers to cross-border M&A has become a major constraining factor. Therefore, the study on the legal environment of Chinese enterprises' overseas M&A is the actual needs to successful M&A in overseas market. At present, the legal research of overseas M&A mainly focused on the foreign enterprises' M&A in China and the foreign governments' supervision system on M&A. However, the legal environment for enterprises' overseas M&Ahas been made by the few studies, this is mainly reason why I choose this paper.In this paper, the United States market has been chosen as the basics of study on legal environment for Chinese enterprises' overseas M&A. There are four parts in the paper. Detailed analysis and study on legal environment for Chinese enterprises' overseas M&A has been carried out from the practical point of M&A in the paper.The first part is to introduce the basic theory related to cross-border M&A. We define the legal meaning of M&A, cross-border M&A and overseas cross-border M&A. Meanwhile, the main reason for Chinese enterprises' overseas M&A and the key characteristics have been analyzed on the basis of detailed information and data.In the second part of the paper, we analyze the legal environment of Chinese enterprises'overseas M&A which include two major parts, one is the Chinese legal environment and the other is America legal environment. The existing laws and regulations on cross-border M&A in China have been sorted out and summarized. The new changes and the inadequacy of existing legislation have been point out by considering the changes of Chinese government macro-economic strategy. Regarding America legal environment, we studied their respective securities, anti-monopoly law and the legal supervision system for foreign M&A. In the view of legal obstacles that the Chinese enterprises faced, we focus on the review by the anti-monopoly law and by CFIUS. In the third part of the paper, we analyze the legal barriers the Chinese enterprises facing from the practice of enterprises' overseas M&A and point out that the domestic obstacles include defective legal system and too many procedure on administrative examination and approval. Meanwhile the legal barriers Chinese enterprises facing in America mainly come from the anti-monopoly review and national security review which arise some political factors.The fourth part of the paper is to provide countermeasures against legal barriers Chinese enterprises facing. The countermeasures have been pointed out from the macro and micro perspective, a new perspective to solve the legal barriers. The countermeasures are highly relevant and practical.