Study On The National Security Review Of Foreign Merge&Acquisition

The research object of this paper is the current system of national security reviewsystem. Based on the in-depth analysis, found insufficient, and the necessity ofperfecting. From the perspective of comparative law, analysis on system of the UnitedStates national security review of foreign M&A, evaluating and using for reference,Combined with China’s practice to put forward suggestions. This article is dividedinto four parts, Main content is as follows:The first chapter is the basic theory of national security review system of foreignM&A. Firstly, makes a brief statement to the definition of related concepts andcharacteristics of foreign M&A, Points out that the foreign M&A and nationalsecurity review are in the unity of opposites relationship. Then, analysis of thedevelopment of the national security concept in China and the definition of nationalsecurity of legislation in China and the United States, come to the conclusion thatnational security must include both the certainty and flexibility. At last, summing theconcept of national security review system and the relation and distinction betweenantitrust review and industrial policy.The second chapter mainly analyzes the present situation and deficiency of ourcountry’s security review of foreign M&A. Firstly, research the legislative reason andevolution, to establish the national security review system of foreign M&A is accordwith China’s national conditions. Second, to our country present stage specific institutional arrangements, it included the examination scope, examination content,examination institutions and review process, of the present situation, analysis the fouraspects’shortcomings and their reasons.The third chapter discusses from the perspective of comparative law to studyAmerican national security review system of foreign M&A and its significance to ourcountry. First, stating the origin of national security review system of foreign M&A,the characteristics of censors setting，the main considerations and the review processarrangement in the United States. Second, evaluating the system of the United States,emphatically focus on the reference.The fourth chapter is mainly based on the present situation in our country anddraw lessons from other mature systems. From the three aspects of censorshipprinciple, legislation pattern and the concrete system,the corresponding suggestionswill be put forward.