On China Enterprise Implementation Of The Legal Risks And Precautions Of Mergers And Acquisitions In Europe And America

Along with the deepening of eocnomic globalization and the fifth wave of transnational cross-border Mergers & Acquisitions (M&A), cross-border M&A has become the main form of foreign direct investment. Chinese erterprises'overseas M&A has been booming in recent years. However, due to the differences in M&A regulatory law and regime of different countries with diverse political environments and cultural backgrounds, in the process of overseas M&A, Chinese enterprises will undoubtedly have to face various legal risks from the target country. Besides, lacking of in-depth acquisitions on the regulatory law and regime on M&A, with the information asymmetry, will make Chinese enterprises'overseas M&A some kind of a blindness. For these reasens, the cost of M&A greatly increase in practice, and even some of the cases were failed finally.In practice, Chinese enterprises'M&A in the United States and the European Union were gradually increased,from 2007 to 2008. Most of the influential cases occurred in European Union and the United States; Besides, by the financial crisis, the enterprises in Europe and the United States suffered a serious depreciation in the assets. This provides a great opportunity for the overseas M&A of Chinese enterprises. Considering the realistic implementation of the strategy and future needs in Chinese enterprises'overseas M&A, also because as the most active international M&A market, Europe and America have the most perfect M&A regulatory law and regime. Besides, for my limited research capabilities and the length of the thesis, it is really difficult to have the large number of different countries'M&A regulatory law and regime to be mentioned. So, in this thesis, it focuses on analysis of the legal risks of Chinese enterprises'M&A in Europe and America and provides effective and targeted countermeasure recommendations.In the thesis, firstly, the analysis of the legal risks from the target county is through a comprehensive introduction and analysis of the M&A regulatory law and regime of the United States and the European Union; secondly, find the shortcomings regard to our prevention to the legal risks of overseas M&A, and then in the above argument, put forward to the proposal to both the government and the enterprises on how to deal with these legal risks.The thesis can be divided into four chapters.The first chapter is an overview of the legal risks of overseas M&A. Presented an overview of China's overseas M&A, as well as the definition, types and causes of the legal risks of overseas M&A. Lay the theoretical foundation for the discussion below.The second chapter is about the respective analysis and introduction of the M&A regulatory law and regime of the United States and the European Union, summarizing the M&A legal environment in the United States and the European Union:involving the characteristics of M&A regulatory law of the U.S.A, the relevant legal system, and the application of the E.U.'s review standard,the regulatory procedures. To be familiar with and understand the relevant legal system is a very necessary and effective way for our enterprises to prevent or reduce the legal risks during the process of overseas M&A.In the third chapter, it is discussing the legal risks from home country, which are the shortcomings in the legal regime in prevention of overseas M&A legal risks. This is mainly expressed in the defection in the exchange management; the overseas investment insurance schemes are imperfect,the service mechanisms for the overseas M&A are inadequate.The last chapter is based on the foregoing analysis, through the introduction of the valuable experience of foreign countries, providing suggestions for both the government and the enterprises on how to deal with the overseas M&A legal risks. For the government, should accelerate the establishment of a comprehensive legal system on foreign investment,improve the overseas M&A management regime, establish the overseas investment insurance scheme as soon as possible and optimize the service mechanism for the overseas M&A; for the enterprises, they should strive to do the investigation,risk assessment during the whole process of the overseas M&A.