Listed Companies In China Legal Issues Of Anti-takeover

With Chinese reform and opening up deeply, with the development of our market economy, the stock market will face a wholly new environment. In the background of listed companies shell remaining scarce, plus the system of part of the tender offer, and the acquisition offering by cash and securities, it will greatly increase the possibility of hostile takeover. To deal with hostile takeover, some listed companies have passed some amendments to the constitution adopting anti-takeover measures. It is found that anti-takeover systems in the western countries have been established, but there are limits to the extent and the difference between board centrism and shareholders centrism.China should also set up the anti-takeover system with strict restriction, and shareholders will be given the right to decide anti-takeover. And based on the protection of the minority of the shareholders, some special restrictions of shareholders'anti-takeover resolutions will be made. This paper attempts to analyze on a broader theoretical basis the varied circumstances in which anti-takeover strategies may increase or impair the interest of shareholders. And the influencing factors include a variety of anti-takeover strategies, managerial efficiency and degrees of internal supervision. The paper introduces the American law and the British law about the anti-takeover system. Then compared the two law system to find which is better.In this paper, we analyze the process and motives of chinese anti-takeovers, the anti-takeover measures and the company's reaction through some cases. At the same time, we point out the influence of the target firm's concentrated extent of corporate ownership, the reciprocal stockholdings. We also point out practical significance about this takeover. This article will offer a referable example and corresponding counter measures for domestic companies facing to mergers and acquisitions.Finally, we point out that the government should perfect the relative laws and regulations to protect the target companies, while the listed companies should better the internal administrative structure.