| In recent years, while the international community sees an upsurge of mergers and acquisitions, many foreign investors turn their objectives for mergers and acquisitions to Chinese market and an upsurge of mergers and acquisitions of state-owned enterprises has been established. Within less than one year after China's accession into WTO, Chinese government has successively issued a series of policies and regulations governing mergers and acquisitions of state-owned enterprises by foreign capital, which signified the basic formation of a comparatively complete legal framework for foreign capital mergers and acquisitions and smoothed channels for mergers and acquisitions by foreign capital. Under this circumstance, to conduct deeper research on relevant issues concerning foreign capital mergers and acquisitions is of great active and practical significance. This thesis conducted study on the current situation of mergers and acquisitions of state-owned enterprises by foreign capital, and analyzed the driving forces for mergers and acquisitions by foreign capital from the respects of both foreign investors and Chinese state-owned enterprises. On the basis of analyzing existing merging and acquisition cases, this thesis holds the view that losses of state-owned capitals and assets and several other problems existed in the course of mergers and acquisitions of state-owned enterprises. To solve these problems this thesis proposed accordingly measures and suggestions from the aspect of government and enterprises.This thesis is divided into four parts:The first chapter mainly illustrated on the basic concept and types of cross-border M&A and compared two major modes of foreign direct investments including green land investment and cross-border M&A. While looking backward the history of mergers and acquisitions of state-owned enterprises by foreign capital, this chapter summarized models of existing mergers and acquisitions of state-owned enterprises by foreign capital and made a summary that major methods for mergers and acquisitions of state-owned enterprises by foreign capital mainly include direct M&A, indirect M&A and others.Chapter two started from the driving forces theories for transnational M&A andin considering the Chinese conditions, analyzed specific driving forces for mergers and acquisitions of state-owned enterprises by foreign capital, including strong confidence in vigorous Chinese market, advantageous status of state-owned enterprises, rapid access into Chinese market so as to obtain market advantage and obtain corresponding effects of M&A. From the aspect of state-owned enterprises, the thesis analyzed the driving forces for enterprises seeking for M&A, including seeking for foreign capital assistance, improving of managerial level of enterprises and promoting of enterprises technical advancements.Chapter three summarized the positive effects of mergers and acquisitions of state-owned enterprises by foreign capital and concluded that it could help to promote the growth of national economy, improve comprehensive productivity, bring ahead the upgrading of China's Industrial structure and better the quality of human resources. This thesis also pointed out the negative effects of mergers and acquisitions of state-owned enterprises by foreign capital, including losses of state-owned capitals and assets, possibility of forming foreign monopoly and rearrangement of original state-owned enterprises staff. This part also analyzed factors limiting mergers and acquisitions of state-owned enterprises by foreign capital for the time being,On the basis of analyzing possible negative effects of mergers and acquisitions of state-owned enterprises by foreign capital, chapter four pointed out ways for bettering the introduction of foreign capital into reform of state-owned enterprises from both governmental and enterprise aspects and pointed out strategies and suggestions of strategic withdrawal of state-owned capital. This thesis holds a view that China should enact and complete relevant laws and regulation systems as soon as possible; standardize governmental management; improve the examination and approval of cross-border M&A; improve the self-construction of state-owned enterprises; actively participate in the cooperation and competition of foreign capital; complete gradually the social security system; speed up the construction of capital market, especially securities market; standardize assets evaluation so as to prevent losses of state-owned assets and cultivate mature intermediate service institutions as so to promote the standardized development of cross-border M&A. |
