A Study On The Stock-exchange Merger Of Listed Companies In China

Stock-exchange merger is a creative means of merger under market economy condition, and provide a new way for the enterprises which are seeking for low cost expansion, for it doesn't need a large amount of funds. But in regard to the current and practice, there are still a lot of problems in the process of stock-exchange merger, because the stock market in our country is still in its first stage and not yet developing into maturity. The top three problems are the benefits of the minority shareholders, which cannot be guaranteed; the creditors'rights and interests cannot get good protection and the problem of information disclosure. If these three problems can be solved well, it is not only benefiting to the investors, but also to the accomplishment of the merger, which can definitely promote the development and prosperity of the whole stock market.This thesis, adopting the approach of case analyzing, theory attaching the practice, reviews and analyzes all the three issues referred in the above. And it is mainly divided into four parts, and the detail contents are as follows:Part 1 introduces the basic situation of "Case of Ge Zhouba" and the merged company and analyzes the background of this stock-exchange merger.Part 2 summarizes the strategies of this case in the matter of how to protect the rights and interests of dissent shareholders, after which comes the analysis to the according regulations and advancing suggestion.Part3 describes the notice to the creditors in this case, and analyses the defects of the notice, then provides some strategies to improve or even amend the present legal system.Part 4 summarizes the manners of information disclosure in this case, including analyzing what its good points and what its shortcomings. As for the problem of that in the process of stock-exchange merger, the information disclosure is not complete and not in time, the writer provides approaches to solve it.