Legal Studies For Foreign Mergers And Acquisitions Of Domestic Enterprises In China

Since the 1990s, accompanied with the economic globalization, the speeding up of the investment freedom and trade freedom process, transnational Merger and acquisition goes into a flourishing period of development in the world. Foreign capital's M&A of domestic enterprises also begun from his period. Along with the deepening and enlarging of China's opening to the outside world, especially final protection period after entry of WTO is approaching, state-owned enterprises are further reformed and entire circulation reformation in stock market is emerging and fast progressing, Merger and acquisition on market of China has erupted since 2005.Kinds of large-scale foreign capital M&A heads forward. But foreign capital merger and acquisition related laws are far from perfect in our country. For the loopholes lie in legislation and system, the benefit of economic development engaged in merger and acquisition could be harmed. The article analyzes the economic phenomenon of foreign capital's M&A from legal perspective and tries to give some valuable legal advice for the improvement of our M&A legislation.The key points of this paper are the analysis of the current legislation frame of our country's foreign capital's M&A and its main problems, and research from the department regulation aspect of foreign investment law, anti-monopoly law, the law of listed company's M&A, and also the legal issue of M&A of state enterprises by foreign investors. At last, based on the legal experience of American and Germany, the article puts forward the countermeasure proposal from four aspects respectively.This article divides into four chapters: The first chapter is the fundamental theory. It defines the foreign capital's M&A and the types of M&A, analyzes the characteristics of the development of M&A in China. It also evaluates the impact of the foreign capital's M&A on economy from pro and con aspects. The second Chapter discusses the current M&A legislation frame in our country and the main problems of this legal system. This chapter is the core content. This chapter involves foreign investment law, anti-monopoly law, the law of listed company's M&A and the M&A of state enterprises by foreign investors. The third Chapter discusses the M&A's legislation of main developed countries, in order to provide the reference for China's related legislation. The forth Chapter raises four suggestions on building the sound law system on foreign capital's M&A by learning the legal experience of America and Germany.