The Study On The Legal Issues In State Owned Enterprises M&A Of China

As an important means of deepening the reform of enterprise, the Chinese governmentattaches great importance to enterprise M&A. The eighteenth Congress of the CommunistParty of China and the Third Plenary Session of the eighteen proposed to actively develop themixed ownership economy, promoting the strategic decision of improving state-ownedenterprises of the modern enterprise system. The Chinese government successively introducedmany several polices about enterprise merger and reorganization to stimulate the enterpriseM&A, optimize the industrial structure, enhance enterprise, especially state-owned enterprisesinternational competitiveness. Because the state-owned enterprises has special status in China,its reform is extremely important. TongGang steel M&A case, occurred in2009in the processof the reform of state-owned enterprise equity diversification, illustrates the complexity anddifficulty of the reform of state-owned enterprises in our country.The paper, standing on the background of the Chinese government promote the newcircle of state-owned enterprises reform, by analyzing the TongGang steel M&A case, foudout the related legal issues of M&A of the state-owned enterprise that impacting Chinesestate-owned enterprise M&A, on the basis of previous studies, drawn on the experiences offoreign relevant national enterprise mergers and acquisitions laws, fully used the China’s newenterprise merger restructuring laws and regulations, studied the legal issues of thestate-owned enterprises M&Aof our country, and put forward the solution.Firstly, the paper mainly put forward the topic, research background and researchprograms and the related concept of M&A laws and theories; Secondly, the paper analyze theprocess and reasons of Jilin TongGang steel M&A case. Thirdly, the paper has carried on theanalysis to the law reasons of Jilin TongGang steel M&A case. The main reason contained theenterprises property rights is not clear, the legal system is not perfect, the serious dislocationand the loss of the government role, the lack of supervision system of state owned assetsprogram provisions, the legal system is not perfect and the supporting system of thestate-owned enterprise merger and acquisition is not perfect. Finally, the paper mainly putforward the concrete suggestion for the perfecting legal system of the state-owned enterpriseM&A according to the Jilin TongGang steel M&A case: mainly improving the enterprise property right system, establishing and perfecting the legal system of state-owned enterprisesM&A, establishing and perfecting the government behavior in the state-owned enterprisemerger and acquisition of legal regulation, strengthening the legal supervision of thestate-owned assets supervision and administration institutions, and improving the legal systemof state-owned enterprise M&A.