Research On Strategies Of Major Shareholders To Resist Hostile Mergers And Acquisitions

In recent years,with the economic transforming and industrial upgrading,the completion of the share-trading reform and the emergence of a large number of companies with strong capital,various forms of mergers and acquisitions have continued to emerge,and hostile mergers and acquisitions have also begun to appear frequently.For listed companies that are easy to become hostile mergers and acquisitions,the defense of mergers and acquisitions will also play a more important role.For the strategy of resisting hostile mergers and acquisitions,the early development of the western market economy and the earlier cases of hostile mergers and acquisitions and hostilities against mergers and acquisitions,the theoretical community has accumulated certain materials for the reasons,strategies and effectiveness of resisting hostile mergers and acquisitions.Some achievements have been acquired in academic theory.However,considering the different national conditions between China and the West,the legal regulations are different,and the economic development model also has some differences.It cannot be copied,and there are relatively few theories that can be borrowed.In addition,because the current scholars' research on resisting hostile mergers and acquisitions is mostly from the perspective of the management of listed companies while rarely from the perspective of major shareholders.This paper is based on the ST shareholders of China's listed companies to resist the hostile mergers and acquisitions of Zhemintou Tianhong.The paper analyzes and tries to study the strategy of resisting hostile mergers and acquisitions from the perspective of the majority shareholder who controls the power,in order to provide reference for the listed companies in China to resist hostile mergers and acquisitions.This paper firstly reviews the relevant theoretical basis,and introduces the strategies often used in the process of resisting hostile mergers and acquisitions.By introducing the event process of ST Shenghua major shareholders resisting hostile mergers and acquisitions,this paper studies a variety of strategies used by major shareholders in resisting hostile mergers and acquisitions,including suspension defense,asset restructuring,reporting to the regulatory,legal proceedings,and searching for white knight.However,none of these strategies finally stopped the pace of hostile mergers and acquisitions.By analyzing this case we can find that due to the the low case of big shareholder's stake,small and medium-sized shareholders encroach on minority shareholders interests leading to lose of trust for a long time,the coping strategies in the process of resisting compliance flaws,debt capital strength is not strong,and the company's articles of association of the terms of the lack of protection against hostile M&A,large shareholders finally failed to resist hostile takeovers.When large shareholders resist hostile takeovers must pay attention to the interests of minority shareholders,set up reasonable ownership structure,improve the company's articles of association,and complete the defense.At the same time,in the process of resisting hostile takeovers,various measures must be supported by compliance to avoid irregularities by regulation to increases the difficulty to resist mergers and acquisitions.