Research On The Legal Regulation Of Anti-takeover Clauses In The Articles Of Association Of Listed Companies

With the rapid development of our country socialist market economy and the deepening of market reforms,the acquisition and anti-acquisition wars in the capital market have become increasingly fierce.The anti-takeover provisions in the companies' articles of association have become the most common anti-takeover measures for listed companies.However,current legislation on the anti-acquisition provisions are basically unsuccessful,making it difficult to form a unified standard for the legal effect judgment and legal regulation of the anti-acquisition clause.The contradiction between the need for the development of anti-takeover provisions of listed companies and the lack of legal regulation has affected the in-depth development of the M&A market of listed companies in China,which is not conducive to the protection of the rights and interests of stakeholders.An imminent problem.Therefore,based on the classification and empirical analysis of the anti-takeover provisions of listed companies' common articles in China,this paper judges their legal effects and explores relevant legal regulation paths.This article consists of four parts: The first part,expounds the related concepts of the anti-acquisition clause and proposes its legal application boundary.The second part mainly studies the type of anti-takeover provisions of the listed companies in China.According to different roles,the common anti-takeover provisions of listed companies in China are divided into two categories: controlling shareholders and controlling directors.Combine the existing legal regulations to analyze its effectiveness and point out the legal problems.The third part examines the extraterritorial relevant legal regulations of various clauses on the basis of the above-mentioned type analysis.The fourth part draws on the foreign legal regulation and combines the specific national conditions of China,and proposes the legal regulation path for the anti-takeover provisions of various listed companies.