Research On The Legality Standard Of Anti-takeover Clauses In Listed Companies' Articles Of Association

The essence of anti-acquisitions is the fight for control of the company.The gradual increment in convertion into ready cash in the stock market has campaigned for the reorganization of property rights and the development of control rights transactions has also expanded.However,the accelerating liquidity of market factors has also caused market turmoil.In order to be able to give a reaction to changes and escalation in the controlling environment in a timely manner,in recent years,publicly traded companies have often adopted the method of adding anti-acquisition divisions to company bylaws to respond to external acquisition threats.With respect to the accomplishment of shares to achieve its participation or merger,the law of our country already has a general regulatory path.In contrast,legal regulations for anti-takeovers are pale and weak,making their legality repeatedly questioned and controversial.CSI has repeatedly raised concerns about unsuitable conditions.Stock exchanges have continually sent letters to listed companies requesting information,and the China Securities Regulatory Office has frequently interviewed listed companies.In this regard,it is necessary to provide a clear standard for judging whether the section is legal on the basis of the current legal system in our country,so that the engagement can continue on the right track.This article is developed along the following lines of thought: Introduction,presenting the historical background of anti-acquisitions and the proximate condition of the investigation in the country and abroad,and elucidating the inspection references of the article.The first chapter acquaints the basic impressions according to reverse acquisitions.Depending on whether they are shareholders or directors,the common reverse acquisition divisions of the bylaws are divided into two types,and the common reverse acquisition conceptions of each category are classified.The second chapter analyzes the current dilemma when it comes to judging the legitimacy of the anti-takeover divisions in our country.It is mainly demonstrated from two aspects that the laws and regulations that stipulate or restrict it are not yet complete and the limits of the autonomy of the constitution are difficult to grasp with precision.The third chapter is an important chapter in this article.In view of the lack of legal norms and the unclear limits to the autonomy of the statutes,disputes in practice cannot be adequately resolved.Through the legislative inspections of the United Kingdom and the United States,it is proposed to add in the evaluation of the statutes in our country.Four specific criteria must be considered when it comes to the lawfulness of anti-takeover conceptions.The fourth chapter is based on the criteria for judging legitimacy summarized in the previous article,comprehensively considering various concrete situations in practice,and evaluating the lawfulness of six common listed companies that will formulate and use anti-acquisition divisions in their bylaws one by one.