The Comparative Study Of Foreign Acquisitions Of National Security Review System

Foreign mergers and acquisitions is a double edged sword, on the one hand, itcan bring advanced technology and management experience to the host country, topromote economic development of the host country; on the other hand, it may be athreat to a country's military and national security, resulting in a monopoly, threatenthe stable operation of the economy.In order to meet the challenges of foreign mergersand acquisitions, Many countries have initiated legislating and gradually establish anational security review system for foreign mergers and acquisitions.The study of foreign acquisitions of national security review system of Germanand American have important implications to improve the Chinese national securityreview of foreign acquisitions of Chinese enterprises in the future implementation ofthe system and the acquisition of the two countries.This article will be the perspective of the United States and Germany, usecontrast, history,case and norm study methods to have a comprehensive and in-depthcomparative study and analysis of the foreign acquisitions of national security reviewsystem of United States and German from the five areas of foreign acquisitions ofnational security censorship history, law enforcement agencies, subject to review,review criteria and review procedures in five areas. In addition, this article alsostudy of the current situation the national security review system for foreign mergersand acquisitions of China.The levels of the U.S. legislative system is high; review body clearresponsibilities, division of labor, but there is the problem of mutual constraints;review criteria considerations very extensive, but very vague;Later censorship canmaximize the protection of national security; U.S. presence as an excuse to securityreview, targeted implementation of trade protection issues.Relatively few safetyreview of law enforcement agencies in Germany,there is no question of mutualconstraints; if the parties are not satisfied with the merger final decision made by theMinistry of Economic prohibited transaction, can seek relief by way of administrativelitigation, this protects the intensity of the interest in transactions of mergers andacquisitions is greater than the U.S; implementation of mergers and acquisitions inGermany more difficult, because the law set higher requirements and conditions onbusiness operations and management. However, the national security review systemfor foreign mergers and acquisitions of China has the following defects: a low-levellegislative system,unity prominent; provisions imperfect, the definition of basicconcept is vague; lack of institutional accountability review and monitoringmechanisms; the absence of early reporting mechanisms, later censorship and so on.Learning the advanced experience of the United States and Germany, this articlemade constructive suggestions for improving China's security review system forforeign mergers and acquisitions against the current existence of these defects of China's national security review system for. Also this article made a number ofrecommendations for mergers and acquisitions of Chinese enterprises of Germany andthe United States in the future, include: put the overseas acquisitions into corporatestrategic planning; positive reforms, increase corporate transparency; Bypassing thesensitive areas, invest security industry; professional safety review conducted riskassessments; focus on communication with the host of Congress, the public, themedia;Effective use of the favorable safety mechanism of censorship and so on.