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

In recent years,due to the rapid development of China’s securities market,the scale of acquisition and counter-acquisition activities conducted by listed companies has shown an upward trend.Currently,the acquisition market of listed companies in China is in an active state,so much so that there are similar to Baoneng Vanke by acquiring each other’s shares in order to seize the control of the other party.When the acquisition is made without the consent of the target company party,the acquisition can shake up the securities market and bring negative impact to the capital market.In order to prevent the supervisory company from experiencing a malicious takeover,which will cause damage to the company as well as shareholders’ interests,listed companies have accelerated the pace of setting anti-takeover clauses,using the restrictive function of anti-takeover clauses to improve the acquisition difficulties and increase the costs of the acquirer.Currently,the legality of anti-takeover clauses in the articles of association of listed companies in China is yet to be confirmed,and there is a lack of regulation at the legal level.In the process of practical application,the SFC basically supervises the anti-takeover clauses of listed companies by sending inquiry letters,and the supervision is weak.In view of this,this paper will discuss the anti-takeover clause and take the legality of the anti-takeover clause as the base point,sort out and count the commonly used anti-takeover clauses through the method of empirical research,fully compare the advanced experience of the UK and the US in the regulation of anti-takeover clauses,and explore the legal regulation path of the anti-takeover clause in the articles of listed companies in China.