The Legal Regulation Study Of Anti-takeover

Through continuous overweight of Vanke,Boland department became the largest shareholder of Vanke in December 2015.This event caused a great disturbance in the society,The unprosperous development of hostile takeover reenter to people's vision in our country.Hostile takeover are some measures that obtains the control right of corporate acquisitions without the agreement of the Target Corp's management,It can urge the management of listed companies due diligence to create value for shareholders in the objective,It is a kind of indispensable external supervision,at the same time,it can reduce the agency cost between the shareholders and directors of the management,week out the useless managers.To promote the optimal allocation of resources,and make the Target Corp more competitive.On the other hand,hostile takeover go through the stock market to get the stock of listed companies,when managers face to hostile takeover,they usually take some measures to against hostile takeover in order to ensure the control of the company,and like “Parkman,scorched earth defense,green mail and other anti-acquisition” usually will damage the rights of shareholders in listed companies.Therefore,the core of anti hostile takeover is the adoption of anti hostile takeover measures,and the difficult problem of anti hostile takeover measures is to protect the rights and benefit of minority shareholders.Because the status and the right of information retrieval to minority shareholders in listed companies are disadvantageous,compared with the directors,supervisors and major shareholders,improper hostile takeover measures will cause great harm to their rights and interests.This paper begins to systematic expound anti hostile takeover's connotation and the current situation of anti hostile takeover in China,combined with foreign anti hostile takeover law and practice,in order to perfect our country's anti hostile takeover legal regulation.Aims to establish a suitable for chinese anti hostile takeover system,to protect the target company's shareholders better.especially the benefit of small and medium-sized shareholders.