Law Supervision Of Chinese Enterprises Indirect Listing Overseas

More and more enterprises have taken part in the international trade and international securities market after China joined in the WTO. Taking use of the developed international securities market, enterprises accumulated large sums of funds for their development as well as optimized the corporate governance structure, enhanced the international reputation of the enterprises.Most countries have taken special economic stimulus after experiencing the trauma which was taken by the huge financial crisis since 2008. By 2010, the economy has begun to show the effectiveness of the stimulus, reflecting that the debt crisis in Europe has been controlled, the U.S. market has begun to recover steadily, major countries'economy has gone into the recovery period apparently, the essential economy of the world has begun to recover, the confidence of investors has been greatly encouraged. In addition, as loose currency policies are taken by the major economic entities, the liquidity of market is strongly needed, therefore, the numbers of listing companies and financing has increased significantly.In this background, indirect listing overseas of Chinese enterprises has developed speedily both in terms of total quantities and the amount of the financing. The number of Chinese enterprises which listing oversea has achieved 129 by 2010, and the total financing has achieved 33.295 billion U.S. dollars, accounting for the amount of 46.2% of the domestic capital markets, compared to 2009,52 enterprises and 22.7% of the financing was increased.However, enterprises in the process of listing overseas usually took actions to evade legal regulation in a variety of ways, if it continues this way, it would give a tremendous impact on Chinese securities market and affect the normal operation of the national economy. Therefore, this work combining with actual cases, has an analysis on the basic model of enterprises indirect listing on foreign and the development of legal regulatory system on it, aiming to achieve conclusions on the deficiencies of Chinese current legal regulatory system on enterprises indirect listing overseas and propose a sound opinion.The layout of this work has a preface, a conclusion, and the following four parts:Part A is a basic overview of current legal regulatory system on enterprises indirect listing overseas. Firstly, it takes an introduction on the basic concept of indirect listing overseas and two basic models of it as well as the resulting series of problems which it has caused to China; Secondly, it makes an overview on the evolution of Chinese legal regulatory system on indirect listing overseas, and has a arrangement on the legal files about it; Finally, it has a discussion on the significance of indirect listing overseas from the problems which the securities market presents and the native defects of law.Part B is the concrete analysis of Chinese legal regulatory system on indirect listing overseas. This part focuses on regulation on the establishment, share exchange, merger and acquisition, returning investment of the special purpose company.Part C analyzes the deficiencies of Chinese legal regulatory system on indirect listing overseas. This part has a research on the deficiencies of Chinese legal regulatory system on indirect listing overseas from macroscopic and microcosmic aspects, and takes actual cases as evidence.Part D proposed some sound advice against to the Chinese currency legal regulatory system on indirect listing overseas. To complete the system, not only need us to improve the legal rules, but also the capital market system.