Study On The Market Reaction To The Revision Of The Anti-Takeover Clause Of The Company's Articles Of Association

Since the escalation and fermentation of the "Baowan Controversy" in 2015,more and more companies have been accelerating the pace of revising the anti-acquisition clauses in the company's articles of association in order to resist hostile acquisitions.By setting up anti-takeover clauses,management can effectively maintain control and at the same time greatly reduce the probability of the company being hostilely acquired,ultimately achieving the purpose of the anti-takeover.At the same time,however,some issues deserve attention: the purpose of the revision of the anti-takeover clause is to protect the interests of shareholders or management? Is the impact good or bad for the company? Are the two major interest groups,management and shareholders,opposing or deviating from the short-term economic consequences of the revision of the anti-takeover clause? In order to further analyze the influence of two major interest groups on the market reaction to the revision of anti-takeover clauses,it is of far-reaching significance to study the clustering of sub-item anti-takeover clauses.On the basis of systematic analysis and review of relevant literatures such as the revision of anti-takeover clauses and short-term market reaction,this paper conducts a theoretical analysis and empirical test on the impact of the revision of anti-takeover clauses on the short-term economic consequences of companies.Firstly,according to the different effects of anti-takeover clauses,anti-takeover clauses are divided into two types: management protection clause and shareholder protection clause.Secondly,the paper analyzes the mechanism of the two types of anti-takeover clauses on the market reaction of the company,that is,analyzes the direction and magnitude of the effects of the two types of clauses on the short-term economic consequences.Finally,on the basis of 586 anti-takeover clause revision announcements of a-share listed companies from 2016 to 2018,this paper conducts an empirical test on the short-term economic consequences of anti-takeover clause revision by using event study method and multivariate statistical regression analysis method.The results show that :(1)There is a significant negative correlation between the total revision of management protective clauses and the company's market response,and the partial clauses,except the anti-takeover clause and the liability insurance clause of the board of directors,have a strong effect on weakening the company's positive market response.(2)There is a significant positive correlation between the revision of the shareholder protection clause and the company's positive market reaction,and the absolute majority clauses,capital increase procedure clauses and share transfer restriction clauses in the sub-clauses will significantly strengthen the company's positive market reaction.At the same time,the study also shows that,compared with non-technology enterprises,the revision of anti-takeover clauses in technology enterprises has a more significant effect on market reaction.The main innovations of this paper are as follows :(1)Divide anti-takeover clauses from the perspective of management protection and shareholder protection,further analyze the specific characteristics and action paths of the two types of anti-takeover clauses,and broaden the depth and breadth of anti-takeover clauses research;(2)Deeply analyzed the transmission mechanism of the modification of anti-takeover clauses affecting the company's market reaction,and combined with the modification of antitakeover clauses in recent years in China,analyzed the process of the modification of anti-takeover clauses affecting the short-term economic consequences of the company;(3)The classification of companies into technology-based enterprises and nontechnology-based enterprises can reflect the different situations of the two types of companies in terms of market response in a detailed and objective way,compared with previous studies that did not distinguish technology-based enterprises.