Legal Regulation Of Foreign Mergers And Acquisitions

Merger and Acquisition by foreign investors has a double-edged influence on national economy security. How to make a good use of foreign investment? Recently Merger and Acquisition by foreign investors is one of the latest central issues in the development of our economy. This is partly because of the effect of the integration of global economy and the soaring of transnational Merger and Acquisition, and partly because of the fast developing domestic market which has been more and more attractive to foreign investors, and also because of the recent government policy trends to expand foreign investment utilization on promoting the reform and restructuring of state-owned enterprises. Compared to the practices of foreign investors' Merger and Acquisition, the concerning legislations are relatively lagged behind. Therefore, it is quite important to study and analyze the legal problems of this issue. This paper tries to make an analysis of Merger and Acquisition of domestic enterprise by foreign investors in the past ten more years, and then try to put forward the propositions on further regulation and supervision from National economic security perspective.This paper tells us from four aspects.Accurately defining of the concept of foreign investors' Merger and Acquisition and economic security is the precondition of further study. Therefore, the first chapter makes explanation on the concept. Then it introduces the origin of economic security concept and analyze its concept. Then it introduces the standards that decide whether Merger and Acquisition by foreign investors threatens economic security and the relationship between them, especially the negative affects. Then it introduces the real threaten that our economy security faces. It threatens our economic security through market share occupation, technology control, band occupation, affecting industrial structure and layout. After analysis, it concludes that the foreign investors' Merger and Acquisition has severely threatened our economy security. So it needs to regulate foreign investors' Merger and Acquisition on economy security.The second chapter mainly introduces the regulating measures for Merger and Acquisition by foreign investors taken by some advanced countries so as to use for reference. It analyzes the economy security legislation status of US foreign investors' Merger and Acquisition. US has erected perfect regulations and systems on economic security, including anti-trust law and Exon-Florio provision, which is implemented by the Committee on Foreign Investment in the United States (CFIUS). And it also introduces Canada, Japan's regulating measures for Merger and Acquisition by foreign investors and the experience that we can get from them.The third chapter is to introduce the current economy security legislation status of foreign investors' Merger and Acquisition in China. It has at least three major shortcomings in the economic security legislation. Firstly, it has no separate industrial entrance policy for foreign investors' Merger and Acquisition; secondly, it has not established the state security review system; thirdly it lacks of industrial laws and provisions to protect special industry. Absence of these laws and systems threatens our state economic security. So it is necessary to regulate the foreign investors' Merger and Acquisition.The last part is to put forward the propositions on further regulation and supervision on Merger and Acquisition by foreign investors from national economy security perspective. I suggest establishing systemic law and regulations on Merger and Acquisition by foreign investors while threatening the national security of China after a deep study of the counterpart of United States, including making stable, public and practical Merger and Acquisition policy for foreign investors, erecting state security review system, making laws and provisions to protect the important industries.