Study On The Agreement Of Listed Company Takeover Legal Issue

Agreed acquisition is a kind of important way to the acquisition of listed companies in our country.In the acquisition of listed companies,the successful completion of the acquisition of listed companies by public tender offer case has not yet appeared.Practice in a large number of acquisitions of listed companies,almost all took the form of agreement purchase.Of the legal characteristics of takeover of listed companies to determine the agreement takeover congenitally exists with some legal and operational principle of a listed company,easy to cause the information monopoly and insider trading,damage the legitimate interests of the public investors,especially small and medium shareholders.Agreement takeover of listed companies in China to protect minority Stockholders’ equity legislation and practice of investigation,points out that the acquisition of the company law in the agreement on the protection of the rights and interests of minority shareholders in the absence of obvious,"securities law" the regulation is too simple,securities civil compensation liabilities,lack of basis agreed takeover of disclosure of information is not comprehensive.Aiming at the above problems,combining with the experience abroad,put forward should perfect our country "company law" and "securities law of the protection of the rights and interests of minority shareholders in the listed company takeover rules,securities civil compensation of the damage the interests of minority shareholders to establish information system,to strengthen the supervision of the securities market,perfecting the anti-takeover legislation,detailed information disclosure content,strengthen the controlling shareholders,the board of directors and board of supervisors of obligations,etc to better the small and medium shareholders’ equity in the process of takeover of listed companies,for their own protection.