Research National Security Review System To Foreign Capital Merged

With the development of economic globalization and investment liberalization,Foreign Mergers and Acquisition (M&A) has become the most important drivingforce of the international direct investment which has developed with a steady pace,although affected by the global financial crisis and the sovereign debt crisis. With thedevelopment of foreign m&a, national security issues has growingly attracted auniversally national concern. Since2006, western countries have strengthened thesupervision to the national security of foreign merger and acquisition, established andimproved the national security review system.Since2003, foreign capital constantly mergers and acquisitions domesticenterprises, China constantly adjusted the industrial policy, amended foreign legalnorm. In2011,China published“Notification on the establishment of foreign investorsmerger and acquisition domestic enterprises security review system” and “Provisionof implementing foreign investors merger and acquisitions domestic enterprisessecurity review system”, and formally established national security review system onforeign m&a. This paper will be based on the two new provisions, throughcomparative study on the advanced substantive laws and procedural law specificationsof American and Canadian, objective analysis the existing situations and defects ofChina’s national security review system, and put forward some improvementsuggestions.This article consists of four chapters, about33000words.Chapter one recapitulates the national security review system on foreign m&a.First of all, illustrates the definitions of national security review on foreign m&a,including foreign m&a, national security, etc. Secondly, analyses the international anddomestic legal sources of national security review on foreign m&a. Thirdly discussesthe necessity of setting up national security review system on foreign m&a, especiallyanalyses the relationships of national security review, market access system, andantitrust review system. Finally, clearly expounds the basic principles of nationaleconomic sovereignty principle and appropriate supervision principle, which nationalsecurity review should comply with. Chapter two draws a comparison of comparative law about national securityreview system. Firstly illustrates and summaries the legislative evolution and maincontents about national security review system on foreign m&a of the United States,including review standards, review object, review procedures, characteristics ofmechanism and special mechanisms. Secondly, illustrates and summaries thelegislative evolution and main contents about national security review system onforeign m&a of Canada, including review standards, review object, censorship,review procedures, and characteristics of mechanism, in order to provide references toprovide our national security review system.Chapter three: the current situations and deficiencies of China’s nationalsecurity review system on foreign m&a. First of all, summaries the evolution processof legal norms about national security review foreign m&a in China. Secondly,illustrates the latest development of national security review system on foreign m&ain China. Finally, analyses the faultiness of China’s national security review, includingthe legal status at a low level, lack of operability, the definition of review object doesnot specific, review standards and procedures is imperfection, lack of supervision andrelief mechanism.Chapter four: improvement and perfection of national security review foreignm&a in China. First of all, enact uniform law on national security review, makeclearly definition of review object, refine review standards and procedures, strengthensupervision of review mechanisms, set up relief mechanism, etc. Secondly, perfectionof support mechanisms: improvement of accountability mechanisms to investigateresponsibility for evasions of law, and the establishment of national securityearly-warning mechanisms, in order to achieve a win-win situation of nationaleconomic development and national security.