The Legal Issues About Anti-takeover Of Listed Companies

Takeover of listed companies close ties with anti-takeover.Anti-takeover accompanied arising with acquisitions whose purpose is to resist hostile takeovers and prevent the transfer of control of the company.The British and American law stipulate takerover and anti-takeover of listed companies100years ago,which in China became active after reform of non-tradable sharesa.Then the battle between takeover and anti-takeover is expected to intensify,which bring serious challenges to China’s anti-takeover legislation. Therefore, it is important for China to learn from the foreign experience to improve its anti-takeover mechanism.This article analyses our anti-takeover legislation,compares with developed countries’ anti-takeover legal system,to make recommendations for the establishment and improvement of the legal system of anti-takeover in China.In chapter1:The author introduces the basic concepts of takeover and anti-takeover,analyses the different theorys and values of anti-takeover based on previous researches. All these discussions lay the foundation for the following.In chapter2:About our legal regulations of corporation anti-takeover in Company Law,Securities Law, Measures for the Administration of the Takeover of Listed Companies. Elaborates on the shortcomings and deficiencies of the existing anti-takeover legislation which is urgent to improve.In chapte3:The author analyzes and compares the development status on legislations systems of anti-takeover in Britain,the United States and Germany.It demonstrates the superiority and the inferiority of legislation in these countries,summarizes their general characters and differences,then provide valuable enlightenment for the legal issues of China’s anti-takeover.In chapter4:On the basis of the previous discussed,the author puts forward the suggestions on how to improve the legal regulation of listed companies anti-takeover in our country,including the basic principles,the power of decision-making,duty of good faith of the management in six aspects, made the leap of progress in our country’s legal regulations of corporation anti-takeover.