Research On The Legal Issues Of Information Disclosure Of Mergence Goodwill Of Listed Companies

Goodwill belongs to the kind of assets,which is the intangible resources of enterprises.In recent years,the situation of high goodwill is more common.The goodwill amount of listed companies has reached billions.With the increase of the amount of goodwill,The greater the risk of the value,once the impact of impairment on investors is extremely significant.Because of the intangible,unrecognizable,concealment and other characteristics of goodwill,the relevant indicators of goodwill are particularly important.It is a factor to judge the rationality and reliability of goodwill.In recent years,many listed companies have appeared Reputation of the situation,as of the three quarterly report in 2016,Shanghai City,the amount of goodwill listed companies reached 393 billion yuan.Huge goodwill may bring excess profits to the enterprise,but once the merger fails,the impairment of goodwill to the listed companies and investors is also very serious consequences,and the current listing of goodwill information disclosure situation is very optimistic,Will strengthen supervision.The main body of this paper is divided into five parts.The first part mainly introduces the particularity of goodwill,introduces the doctrine of goodwill,and shows that goodwill as an extremely special asset has great influence on investors.The second part mainly introduces the theoretical basis and disclosure principle of M & A information disclosure in China,including the theory of fairness and efficiency of securities market and the theory of economics,and discusses the principle of disclosure.This part mainly explains the inequality between investors and the important influence of M & A information disclosure on investors.The third part mainly introduces the impact of M & A information disclosure on the stakeholders,including the impact on listed companies,the risks to shareholders and creditors.The fourth part mainly introduces the legal provisions,existing problems and causes of the disclosure of goodwill information of listed companies.Among them,the existing problems are divided into the problems of information disclosure in the formation of M & A and the problems of information disclosure in the impairment of goodwill.The main problems of disclosure are the undisclosed method of valuation and the situation of asset group.The information disclosure problem of impairment is mainly based on the problem of incomplete disclosure and false record of goodwill impairment.The fifth part mainly puts forward some suggestions on improving the disclosure of goodwill information,including the audit of the M & A of listed companies and the strengthening of the information disclosure of goodwill in combination with the specific provisions of accounting,and draw lessons from the "SOX" To improve the independence of China's CPA and accounting firm's recommendations,and proposed to improve the relevant provisions of the Accounting Standards for Business recommendations.The innovation of this paper is to put forward the creation of goodwill asset rate,the greater the proportion,which means that the greater the proportion of goodwill this special assets,the greater the risk,listed companies can be based on the size of the ratio is divided into detailed disclosure and Jane Type disclosure,the proportion of large disclosure should be more detailed,regulators can also be based on the proportion to focus on the regulation of a larger proportion of the company.