On Directors' Fiduciary Duties Of The Target Company In Anti-takeover

With the rapid development of economy,the acquisition and anti-takeover began to enter people's vision.The power struggle between acquirer with Target Corp also leads to interest conflicts between parties.As a director of a Target Corp,how to abide by the fiduciary duty,avoid the abuse of power,has become necessary to solve the problems in the anti-takeover legislation.Therefore,the author focuses on the following aspects.The introduction introduces the related cases to simply discuss to the anti-takeover of Target Corp and the company's fiduciary duty.Through the analysis of relevant research results at home and abroad,pointing out the research situation and existing problems and on this basis to write this paper.Chapter one,Target Corp's anti-takeover.In this part,it mainly summarizes the concepts and theories that related to anti-takeover,discusses the concepts and characteristics of anti-takeover,points out the reasons and value orientation of anti-takeover,discusses the ownership of the anti-takeover decision-making power,and points out the reasons for the Target Corp directors to participate in anti takeover.Chapter two,Target Corp's director's fiduciary duties.Fiduciary duty as the emphasis,it is very important to summarize the concept in order to better discuss.In this part,the author focuses on the concept of fiduciary duty are summarized and points out that the regulation of the fiduciary duty of director of significance.Chapter three,directors' fiduciary duty of western Target Corp in the process of anti-takeover.Go deep into the relevant provisions of the United States,Britain,Japan and other countries.And compared with Chinese legislation,it is helpful for us to draw lessons from its outstanding achievements and improve the relevant legislation of China.Chapter four,China's Target Corp directors fiduciary obligations and improving measures.This part is the focus of this article,but also the focus of the author's discussion.By enumerating laws and regulations of China point out the provisions of the anti-takeover and the fiduciary duties of directors.Later,Points out the deficiencies in China's legislation and puts forward the author's suggestions for the regulation of the fiduciary duties of directors.