Research On The Legal Issues Of Anti-take-over Terms Of Articles Of Association Of Listed Companies

In July 2015,Polar Department held its first sign of Vanke and opened the prelude to the acquisition of Vanke by Baolian Department.Since then,a series of sign-raising acts have made Vanke's management in danger of being dismissed and unpopular Of the "door barbarians",many companies seem to have become a overnight act as a "frightened bird" began to gradually set in the charter a wide variety of anti-acquisition terms for anti-takeover.Although these anti-takeover provisions of these articles protect the interests of the company and the shareholders to a certain extent,they also provide the external supervision to the management of the company.However,the anti-takeover provisions of these articles are arbitrary and messy.At present,our country's legislation still lacks effective regulations on them,resulting in a series of problems such as the damage to the interests of small and medium-sized shareholders and the insignificance of anti-takeover.As a result,The acquisition of the terms of the question,also caused regulatory concerns.This article from the current number of listed companies to amend the statute to increase anti-takeover the status of this article,that articles of anti-takeover provisions refers to the listed company in the face of hostile takeover by modifying the articles of incorporation,some added to the charter to increase the difficulty of acquisition to resist As a commonly used anti-takeover measure in China's anti-takeover practice,the clauses of takeover by the acquirer play an active role in protecting the interests of the target company,coordinating conflicts of interest conflicts and reducing the costs of acquisition and anti-takeover.It is precisely because anti-takeover articles have many positive effects,so many listed companies in the face of hostile takeover will take this measure to carry out anti-takeover,at the same time,our laws and regulations governing anti-takeover provisions of the articles are not perfect,therefore,resulting in Become articles of anti-acquisition there is a type of clutter to determine whether the legal standards is not clear,the relevant regulatory oversight and other issues.This article suggests that to solve the problems existing in anti-takeover provisions of the current Bylaws,we should first improve the laws and regulations that regulate anti-takeover provisions of the Articles of Association,provide a clear standard for determining whether they are legal,and secondly,clarify the current anti-takeover provisions The effectiveness of listed companies to increase anti-acquisition provisions provide a text for reference,and finally strengthen the supervision of relevant departments to make the anti-takeover provisions of Articles of Association in compliance with the law orbit,to play its anti-takeover in hostile takeovers the positive role.