Harmonious Regulation, Anti-takeover Stakeholders

With the continual development of China's economy and society, the issue of anti-acquisition has drawn extensive attention. Not only Chinese enterprises are getting more and more involved in the acquisition and anti-acquisition business practice home and abroad, but many foreign capital acquisition cases are also emerging in China. In early 2004, Some Opinions of the State Council on Boosting the Reform and Opening-up and the Stable Development of the Capital Market (referred to as Nine Articles of the State Council) was promulgated, which lifted the development of capital market up to the height of overall strategy of the national economic development. And the Split Share Structure Reform has continuously advanced since then. There are many problems existing in the reform of state-owned enterprises and the reform of supervision and management system of state-owned assets. This paper at first unfolds the research value and practical significance of anti-acquisition by listing some existent facts. In order to further analyze the issue, reveal its theoretical value and enrich the practical significance, this paper focuses on the harmonious regulation concerning parties having related interests in the anti-acquisition as research orientation, by creatively applying the Stakeholder Theory, analyzes the conflict of interests between parties having related interests in the anti-acquisition, reflects the legal relations between parties having related interests, and reveals the essence of the anti-acquisition, then put forward the measures to realize the harmonious regulatoin The first part of this paper introduces the concepts of acquisition, anti-acquisition and parties having related interests, especially defines the concept of anti-acquisition, specifies its extension and connotation, combined with the Stakeholder Theory, presents the basic nature of anti-acquisition and the structure of this paper. This part is the basis of analysis in this paper. The second part is the extension of the first part, which analyzes the legal relations between parties having related interests from various aspects, distinguishes the interests from conflicts, and reflects the orientation of value from the balance of interests. The second part elucidates in general that the nature of arrangements of rights and obligations in anti-acquisition is the harmonious regulation concerning the parties having related interests. On the basis of the first two parts, the third part proposes the suggested measures on regulation of anti-acquisition in the substantial and procedural aspects by using for reference the existing anti-acquisition experience home and abroad, with the purpose of resolving the problem in the realization of harmonious regulation concerning the parties having related interests in anti-acquisition in China. The last part is the conclusion. The harmonious regulation concerning the parties having related interests is brought into the background of the construction of harmonious society.