论敌意收购中目标公司董事的义务-经济法专业论文.docxVIP

I I Abstract With the development of integration of the world economy and globalization, the surging tide of the acquisition has become an international trend. As an important way of the corporate expansion and development , a hostile takeover is the natural product when the capital market develops to the certain stage. As a hostile takeover involves the relations of the mutual conflictory interests , the directors，which play an important position and role in the hostile takeover, of the target company stand in the centre of the conflict among all parties,and regulating his conduct is the key to balance and coordinate the interest conflicts among all parties. And the duty, as the legal mandatory norm, by the protection of the lawful responsibility, is the most fundamental means of directors’ conduct of the target company,which controlled by the Company Law in the hostile takeover.Therefore, the set about directors’ duty of the target company , has become the key to resolve the many problems in a hostile takeover. In light of the above reasons, this paper about study on directors’ duty of target company in a hostile takeover begins. This paper consists of the preface, the text and the conclusion,the text of which consists of four parts: Part one is the general theory obout a hostile takeover . The main idea is to the clarify the basic concept and characteristics obout a hostile takeover, analyse the value of a hostile takeover and it is believed that a hostile takeover,as a product of the market economy, is a neutral market’act , which is not concluded simply that the value of which is good or bad, potential benefits and drawbacks can be evaluated only which linked to the specific cases. We need understand comprehensively, objectively the nature of a hostile takeover and other related issues, play a positive role in a hostile takeover and inhibit their negative role. Part two includes a study on the legal status and duty types about the directors of the target compan