Research Of The Legal Risk On The Mergers And Acquisitions Made By Chinese Enterprises In The U.S. And The Solutions

2016 is a year in which Chinese companies' overseas M&A investments show a blowout.According to PWC and China Equity Investment Fund Association Jointly issued the “2016Global M&A Market Annual Research Report”,the first half of 2016,mainland China enterprises achieve substantial growth in overseas mergers and acquisitions,trading volume increased to 140%,the transaction amount increased 286%,reaching $ 134 billion,more than the sum of the amount of Chinese companies' overseas M & A transactions over the previous two years.Of these,there were 24 transactions valued at more than $ 1 billion.The United States as the first target of Chinese investors,both from the volume of transactions or the amount of transactions are other countries can not be compared.In the first quarter of 2016,China's overseas M&A total investment of more than 70 billion US dollars,of which the more well-known large-scale transactions are: HNA Group 6 billion US dollars offer to buy British International(INGRAM MICRO),Haier 5.4 billion acquisition of General Electric(GENERAL ELECTRIC),and China Chemical 43 billion US dollars offer to buy Switzerland Syngenta(SYNGENTIA),the United States and the United States,Which involves a large number of US assets.With the increase in the number of transactions of Chinese enterprises in M&A,the legal risks that may be encountered in mergers and acquisitions are also more and more concerned.In practice,many Chinese enterprises have not recognized the legal risks that may be encountered in mergers and acquisitions in the United States Know or know more about the case of the final transaction failure.Based on this,this paper studies the risks and countermeasures of Chinese enterprises in M&A transactions in the United States,with a view to the Chinese enterprises which may or may be going to the United States for future M&A transactions.The article is divided into five parts:The first part is the analysis of the present situation and legal theory of Chinese enterprises in the United States,which is divided into two aspects.The first is the introduction of the status quo of Chinese enterprises in the United States and the introduction of the background of this study.Followed by the analysis of the relevant legal theory,mainly on the connotation,characteristics and basic methods of overseas mergers and acquisitions were briefly analyzed.The second part is the legal environment of Chinese enterprises in M&A,which mainlyanalyzes the domestic legal environment and foreign legal environment faced by Chinese enterprises from M&A in China,which reflects the diversification and diversity of overseas legal environment.The analysis of the legal environment is mainly focused on the corporate law and regulatory bodies issued by the two countries.The third part is the legal risk analysis of Chinese enterprises in M&A,which mainly elaborates the five legal risks that Chinese enterprises may face: 1)the risk of domestic examination and approval;2)the foreign legal environment and the risk of review;Monopoly review risk;4)target company anti-acquisition risk;5)successor liability risk.In the spirit of "knowing ourselves and knowing each other," the reason for the occurrence of each risk and the form of the risk may be analyzed in detail.The fourth part is the analysis of the countermeasures of the legal risk elaborated in the third part.I hope that through the analysis of Chinese enterprises to the practice of mergers and acquisitions in the United States have a positive inspiration.The fifth part is the conclusion part,which mainly contains the summary of the article and some thoughts after the author completes this article.