论我国上市公司反收购法律制度的构建.pdfVIP

Abstract The completing of the reform of the shareholder structure in listed companies has resolved this longstanding institutional problem that hindered the development of the securities market. For the listed companies, the arrival of Chinas Entire Circulation Times, at the same time is new opportunities and challenges. One of these challenges is that the volume of transactions of the MA (mergers and acquisitions) of listed companies will increase significantly. Under such circumstances, some of our listed companies must begin to consider such a question that has never been considered, that is how to carry out anti-takeover measures. In 2006, according to the new Company Law and Securities Law, the CSRC( China Securities Regulatory Commission) Issued a new acquisition management practices of listed companies ,the change enrich the means of acquisition, reduces the cost of acquisition, and has encouraged the acquisition of listed companies. So from now on there will be more domestic and foreign hostile takeover in our countrys securities market in the up, and there is a need to improve the legal regulation to anti-takeover of listed companies as soon as possible. The first two parts of this article will introduce the history of anti-takeover in order to inspect the engendering and the value of anti-takeover, on this basis, of listed companies to explore the most effective mode of legislation for anti-takeover law system. The third part of this article introduced and analyzed the British and American model of anti-takeover legislation, although the legislative environments of these two countries are significantly different from ours, however, their anti