On The Protection Of Minority Shareholders Of Target Company In The M&A

Mergers and acquisitions of listed companies, is defined by the market as thebehavior to achieve control of the target company through purchase the share of thetarget company’s stock. favored by the market Because it has a lot of positive role.withthe rapid development of the stock market listed company merger become even moreviolent, the market quickly whipped up a whirlwind acquisitions. M&A on the one handhelp to achieve better integration of resources, on the other hand promote the efficientallocation of resources, so the entire market more efficient and energetic. But now theattendant problems has become more prominent. In the M&A process, relative to theacquirer, the controlling shareholders of the Target Company, Target Companyexecutives and other personnel, the minority shareholders of the target company in aposition of extreme weakness, due to the economic human nature so that these subjectsare to maximize their own interests as the goal, and for this purpose did her best. Oftenleads to conflict of interest violations occur, and these stakeholders, minority confinedto their weak position more susceptible to interference and infringement on the market anumber of irregularities. However, it involves a wide range of minority shareholders,involving many stakeholders, inadequate protection of minority interests, little affectedthe governance of listed companies, is not conducive to the normal operation of listedcompanies, big then shake the entire financial market, causing a financial crisis. Thus inorder to balance efficiency and fairness, improve investors’ confidence in the market,they need to be on a legal level special attention to minority shareholders through thedevelopment of appropriate regulatory regimes. Thus strengthening the protection ofminority shareholders’ interests have great practical significance in mergers andacquisitions of listed companies.This study, the new company law, securities law background use empirical analysisof the status of the target company to protect the interests of minority shareholders oflisted companies in mergers and acquisitions in existing profound analysis through fromabroad to protect the interests of minority shareholders of advanced experience, theinformation disclosure system, the system made a mandatory offer some suggestions toimprove, while the mandatory offer to shareholders equal treatment systems andconducted in-depth thinking, looking to the interests of listed companies in China tostrengthen the protection of minority shareholders of the target company in the merger. Text of this paper is divided into four parts. The first part is an overview of theinterests of minority shareholders in mergers and acquisitions, mainly to solve threeproblems: First, the introduction acquisitions of listed companies and minority interestsrelated to the protection of the meaning, definition of the concept of the study, researchareas; Second, the theoretical basis of the study; Third Research protect the interests ofminority shareholders in M&A value. The second part of the body through theintroduction of foreign mergers and acquisitions during the legislative protection ofminority shareholders, from the information disclosure system, a mandatory offeracquisition system, three anti-takeover system described in the company’s foreignacquisitions to protect the interests of minority shareholders in the advanced experience.The third part of the article analyzes the current situation of China’s listed companies toclose the acquisition in the legislation to protect the interests of minority shareholdersand minority shareholders in terms of the protection of the defect. The fourth part is theresponses to the deficiencies of the current status of legislation proposed in order toimprove the existing legislation.