Foreign Equity Mergers And Acquisitions Legal Research

As China's economy increasingly opening to the outside world, the pace and size to attract foreign investment both have a corresponding increase, which needs a legal system of foreign investment to protect and create good investment environment and improve the quality and the level of utilizing foreign investment. Foreign direct investment in China is the main way to attract foreign investment, which falls into establishment of enterprises and M & A investment. In the world of major developed countries, cross-border mergers and acquisitions is becoming the more and more important way of cross-border direct investment. However, in developing countries, the establishment of new foreign-invested enterprises is still the main way to attract foreign investment. Mergers and acquisitions in recent years, but only gradually is more importance and cause people concerned. Therefore, there are many gaps in China's legal system of foreign mergers and acquisitions and a lot of contradictions and conflicts between the rules of law. On the other hand, in order to deal with this situation, our country has been working hard to improve the formulation and implementation of foreign investment laws and regulations related to the acquisition.In 2006, six national ministries jointly issued the "Provisions on the Takeover of Domestic Enterprises by Foreign Investors ", which amend the "Interim Provisions on the Takeover of Domestic Enterprises by Foreign Investors", not only detailed " Interim Provisions "of the relevant provisions of the law to enhance the interoperability, but also improves the legal system of mergers and acquisitions. This provides for two types of foreign mergers and acquisitions manner, that is, equity takeover and asset takeover. The latter is a more common practice of foreign mergers and acquisitions manner. And at the same time, as the new "Company Law" and "Securities Law" are promulgated, takeover of the Chinese company has a substantial increase in number, and foreign stake in M & A was fast becoming a hot issue. In connection with the conflicts between the legal norms, as well as discord between norms and practice, this article reveals, analyses and demonstrates the issues.This article is divided into four chapters:The first chapter is devoted to China's existing legal framework for equity acquisition system in foreign investment. "M & A shares" as the breakthrough point, it analyses its meaning and features.The second chapter analyses the existing problems in foreign stake in M & A legal norms. It mainly revealed the conflicts of foreign mergers and acquisitions in the legal norms of the main anti-monopoly and review of the state-owned equity transfer and other aspects.The third chapter brings up the relevant laws in the United States, the European Union, Australia and other countries or regions. At the same time, it analyses its more mature foreign mergers and acquisitions practice and experience, based on this legal argument from the reality.The fourth chapter puts forward concrete proposals to improve the legal system of foreign equity takeover, so as to improve China's foreign investment legislation to explore merger options.