The Research On The Issues Of Tax Laws And Policies Of China’s Enterprises Backdoor Listing

Backdoor listing began in 1934 in the United States,it has been widely concerned and applied with its low cost and high success rate in the United States.In China,the operation of backdoor listing began in 1984 in Hongkong stock market.China’s securities market ushered in the backdoor listing of the boom in 1997,corporate backdoor listing has received more and more attention.As the most important channel outside the IPO,backdoor listing mode of operation is flexible,you can choose more programs,compared with the IPO,has a short time advantage and favored by the market before the CSRC released the measures for the administration of the asset restructuring of listed companies and the revised Measures for the acquisition of assets In October 2014.Although the Commission will raise a lot of backdoor listing standards,from the close to the IPO standard changed to equivalent to the IPO standard,but the market is still hot,there is an increasing trend.Although the tax is not a key factor in the success of backdoor listing,but also an important factor restricting the development of backdoor listing process.Backdoor listing is one of the special forms of M&A.The tax treatment of backdoor listing in China is based on the tax law and policy of enterprise merger and acquisition.The complexity of backdoor listing brings challenges to the tax treatment.Especially in the current tax law system,there are some defects in the tax law of enterprise merger and reorganization.For example,the special tax treatment of equity payment in the clear definition of its holding company,which provides the "deferred tax" policy loopholes to enterprises,those prepared backdoor listing;How to pay taxes when the "multi nested" partnership enterprise assignment stock right.These defects are caused difficulties to backdoor listing’s tax treatment.This paper make a comprehensive collation of the backdoor listing of the tax related laws and policies,analysis of all the taxes involved backdoor listing,the specific legislative provisions and each tax and change;analysis of the defects of the current backdoor listing of the tax law policy focus,and cause the shackles of backdoor listing on the tax treatment practice.At the same time,combined with the green group case,blind spot defect analysis of tax policy caused by the backdoor listing of tax law in practice,and the risk of tax;finally.combined with the analysis of the case,the backdoor listing of tax law policy suggestions.To improve the legislative level of China’s tax laws,the optimization of specific taxes involved backdoor listing,break the current tax law and policy blind spot,perfect conditions for special tax treatment,and to develop a comprehensive tax backdoor listing guidance should be included in the scope of the taxation system reform in China.