Study On Legal Regulations Of Corporation Anti-takeover

This article is about legal regulations of corporation anti-takeover. In today's world, the takeover and anti-takeover is an inalienable pair of friends, where the occurrence of takeovers, there has the presence of anti-takeovers. Legal regulations of corporation anti-takeover are extremely important in rules and regulations of the stock market. The passage of Williams Act in the United States is the beginning of legal regulations of corporation anti-takeover. However, compared to Western countries, anti-takeover legislation in our country is later more than 100 years.With the successful shareholding division and the entire circulation time's arrival, anti-takeover legislations in our country is facing a serious test. Therefore, based on the analysis of the relevant legal norms and practices abroad and the history of corporation anti-takeovers in China, author give the improvement suggestions. This text is divided into the following four parts:The first chapter introduces the basic concepts of takeovers and anti-takeovers, followed by a categorization of different anti-takeover measures. All these discussions lay the foundation for the following.The second chapter is about legal regulations of corporation anti-takeover in Comparative Law. It analyzes the legislation systems of anti-takeover measures in the United States, United Kingdom, Germany and Japan. This part will demonstrate, and compare the superiority and the inferiority of legislation in each nation, summarize their general character and difference, then provide the precious enlightenment for legal regulations of corporation anti-takeover in our country.The third chapter is about legal regulations of corporation anti-takeover in our country nowadays. This part mainly introduces and reviews the current laws and regulations related to the listed company and the acquirer of anti-takeover practice. A series of revised and improved laws and regulations, such as Corporation Law,Securities Law,the law of Takeover of listed companies and so on, made the leap of progress in our country's legal regulations of corporation anti-takeover. However, these efforts are not enough:the short of laws and regulations level, the flaw of content, the fuzzily of the decision-maker in anti-takeover measures, the lack of provisions on management's obligations, the absence of relief mechanism and so on, can not be ignored in the legal regulations of corporation anti-takeover of our country.According to above anti-takeover laws and regulations, the problems in the forth chapter of the perfect puts forward concrete suggestions and ideas. This part summarizes the legal regulations of corporation anti-takeover to four legislative principles, and then proposes the perfects, ideas. The validity of the power from the legitimacy of choice, anti-takeover measures, controlling shareholders or directors, and the legislative system construction of duty in six aspects, puts forward some suggestions.