Regulating The Takeover Of Chinese Listed Companies

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Regulating the Takeover of Chinese Listed Companies

Author : Juan Chen
Publisher : Springer
ISBN 13 : 3642545084
Total Pages : 201 pages
Book Rating : 4.6/5 (425 download)

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Book Synopsis Regulating the Takeover of Chinese Listed Companies by : Juan Chen

Download or read book Regulating the Takeover of Chinese Listed Companies written by Juan Chen and published by Springer. This book was released on 2014-05-12 with total page 201 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book provides a comprehensive review of the Measures for Administration of Takeover of Chinese Listed Companies (the Chinese takeover law), with emphasis on the differences between the Chinese takeover law and takeover legislation in the UK, the US and Hong Kong. The Chinese M&A market has been booming at an unprecedented rate in recent years; not only domestic investors, but also foreign funds and multinational companies are actively participating on the market. For both market participants and researchers, it is crucial to understand the emerging and transitional aspects of the Chinese economy and its M&A market, and the impacts of those aspects on relevant laws. While there are ongoing academic discussions on the convergence between the Chinese takeover law and its counterparts in the UK, Hong Kong and the US, this book offers a comprehensive discussion of the divergence and focuses on key differences in the transplanted Chinese takeover law.

Regulation of Foreign Mergers and Acquisitions Involving Listed Companies in the People's Republic of China

Author : Lusong Zhang
Publisher :
ISBN 13 :
Total Pages : 294 pages
Book Rating : 4.F/5 ( download)

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Book Synopsis Regulation of Foreign Mergers and Acquisitions Involving Listed Companies in the People's Republic of China by : Lusong Zhang

Download or read book Regulation of Foreign Mergers and Acquisitions Involving Listed Companies in the People's Republic of China written by Lusong Zhang and published by . This book was released on 2007 with total page 294 pages. Available in PDF, EPUB and Kindle. Book excerpt: Since its accession to the World Trade Organization (WTO), China has undertaken stronger initiatives toward adapting its legal system to support the development of a market-oriented economy. However, in this important new study the author contends that Chinaand’s steps in this direction are not sufficient. Although barriers to merger and acquisition (Mand&A) targeting of state-owned enterprises (SOEs) have been significantly reduced, excessive administrative intervention continues to discourage foreign Mand&Ainvolving domestic listed companies. This book proposes changes in Chinese law, including a new full-scale regulatory scheme, which would enhance and expand such foreign direct investment. The discussion proceeds from the perspectives of company law, securities law, antimonopoly law, and foreign investment law. Based on the analysis of the market situation and policy background in China, and on a comparison among the relevant aspects of the legal systems of China and other jurisdictions, the book addresses the Chinese legal system for foreign Mandamp;A involving listed companies, including its policy support. The analysis highlights such aspects as the following: and• features and structures of the current Chinese foreign Mandamp;A market; and• China's state-owned enterprise reform and• functions of the Chinese stock market; and• Chinese foreign investment policy; and• components of the Chinese legal system specific to foreign Mand&A; and and• comparative studies of foreign Mandamp;A regulation and experience (US, EU, UK, and Russia) and what may be useful in each for China. The authorand’s detailed recommendations for the improvement of the Chinese legal system primarily concern the regime of state ownership exercise, the establishment of an antitrust scheme, the improvement in the regulation of corporate takeovers, and national treatment of foreign investors under the WTO system. This is in every way a ground-breaking contribution to the literature of international trade law. The authorand’s deeply informed and cogent analysis will be of immeasurable value to policy makers and academics across a range of fields, and the bookand’s practical value to business persons everywhere with an eye on China cannot be overestimated.

Mergers and Acquisitions and Takeovers in China

Author : Cristiano Rizzi
Publisher : Kluwer Law International B.V.
ISBN 13 : 9041142134
Total Pages : 288 pages
Book Rating : 4.0/5 (411 download)

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Book Synopsis Mergers and Acquisitions and Takeovers in China by : Cristiano Rizzi

Download or read book Mergers and Acquisitions and Takeovers in China written by Cristiano Rizzi and published by Kluwer Law International B.V.. This book was released on 2012-07-01 with total page 288 pages. Available in PDF, EPUB and Kindle. Book excerpt: This hugely informative book - unique in its overarching emphasis on the laws governing M&As and takeovers in China - not only shows those interested in investing in China how to avoid legal mistakes and miscalculations. In addition to offering singular interpretive analysis of strictly legal matters, the authors concentrate extensively on the all-important cultural and environmental factors that can make business in China daunting for the uninitiated. Extending this double emphasis on cultural understanding and M&A and takeover expertise, the authors clearly explain such elements of how to enter the Chinese market (or expand a presence in it) as the following: concepts of guanxi and mienzi; understanding China’s rising middle class; valuation of state-owned assets; maximum permitted debt-to-equity ratios; key PRC government agencies involved in the approval of transactions; taxation framework for enterprise restructuring in China; employees as an asset; share swaps; prohibited trading activities when acquiring a listed company; legal framework for dispute resolution; administrative proceedings; liabilities for breach of contract; and responding to intellectual property rights abuse. The authors provide precise details on the characteristics of, and procedures involved in, the wide range of investment options available in China, with knowledgeable guidance on the choice of investment options and protection of investor interests. Because China is clearly a major global economic force and will continue to be so in the foreseeable future, this thorough but down-to earth guide is of immeasurable practical value to foreign investors of every kind, from multinational corporations to individual venture capitalists.

China's Takeover Law

Author : Hui Huang
Publisher :
ISBN 13 :
Total Pages : 130 pages
Book Rating : 4.F/5 ( download)

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Book Synopsis China's Takeover Law by : Hui Huang

Download or read book China's Takeover Law written by Hui Huang and published by . This book was released on 2006 with total page 130 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book is largely prompted by the two recently promulgated regulations governing takeovers in China. The goal of this book is to critically examine the legal takeover regime in China and to put forward proposals for reform. To outline the discussion, Part II describes the stock market, the takeover law, and the takeover activities in China. Two legislative goals, namely contestability of takeovers and shareholder protection, are set out in Part III. Under these principles, Part IV and Part V explore the issues of tender offer and anti takeover defenses, respectively. Specifically, Part IV focuses on information disclosure and other major rules relating to takeovers. It appears that these rules are in line with the international norm and acceptably workable in the context of China. Furthermore, Part V explores the serious problems that are associated with anti-takeover defenses. China's law seems to be both over inclusive and under inclusive in this respect. After an in depth comparative analysis of the legal regimes in the U.S., UK, and Australia, it is apparent that those regimes are not suitable for China's local conditions. Lastly, this book proposes a regime in which shareholders could veto the use of takeover defenses ex post, while requiring that certain defensive measures be decided ex ante. This proposal could well suit China's needs because it not only gives shareholders sufficient protection, but also preserves necessary flexibility for management to efficiently respond to truly undesirable tender offers.

Takeover Law in the UK, the EU and China

Author : Joseph Lee
Publisher : Springer Nature
ISBN 13 : 3030723453
Total Pages : 281 pages
Book Rating : 4.0/5 (37 download)

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Book Synopsis Takeover Law in the UK, the EU and China by : Joseph Lee

Download or read book Takeover Law in the UK, the EU and China written by Joseph Lee and published by Springer Nature. This book was released on 2021-05-20 with total page 281 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book investigates stakeholders’ interests, market players, and governance models for the takeover market in the changing global economic orders. Authors from the UK, Germany, the Netherlands, Australia, and China discuss takeovers in the context of China as a rising power in the global M&A market and re-examine takeover as an efficient method for corporate competition, consolidation, and restructuring. China has come to embrace takeovers as a market practice and is seeking directions for further reforms of its law, regulatory model, and banking system in order to compete with other economic powers. Yet, China is at a very different economic development stage and has different legal and political structures. State-owned enterprises dominate the Shanghai and Shenzhen stock markets – a very different landscape from UK and European exchanges. Researchers and policy makers are currently developing options in response to needs for reform. Recently, China has also announced the opening of its financial markets to foreign ownership. This book reflects on the UK and European models and focuses on the policy choices for China to transform its capital market. The book is of interest to postgraduate students and researchers (LLM, PhD, postdocs), law and management/finance academics, and policy makers.

Foreign Solutions for Local Problems? The Use of US-Style Fiduciary Duties to Regulate Agreed Takeovers in China

Author : Chao Xi
Publisher :
ISBN 13 :
Total Pages : 14 pages
Book Rating : 4.:/5 (129 download)

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Book Synopsis Foreign Solutions for Local Problems? The Use of US-Style Fiduciary Duties to Regulate Agreed Takeovers in China by : Chao Xi

Download or read book Foreign Solutions for Local Problems? The Use of US-Style Fiduciary Duties to Regulate Agreed Takeovers in China written by Chao Xi and published by . This book was released on 2015 with total page 14 pages. Available in PDF, EPUB and Kindle. Book excerpt: The private sale of corporate control, or agreed takeover, of listed companies has been the primary form of control transaction in China. However such takeovers have in many cases presented an opportunity for the control buyer and seller to extract value from the company at the expense of the target company's non-insider minority shareholders. One key legal development that attempts to address this issue is the imposition of US-style fiduciary duties on both incumbent and new controllers. This article argues that placing controllers under fiduciary duties has largely failed to protect the minority shareholders of Chinese listed companies from the exploitation of both the seller and buyer of corporate control. The failure is partly due to the weakness of the requisite complementary legal institutions, and partly due to the absence of a supporting social context.

Company Law in China

Author : Jiang Yu Wang
Publisher : Edward Elgar Publishing
ISBN 13 : 1849805733
Total Pages : 407 pages
Book Rating : 4.8/5 (498 download)

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Book Synopsis Company Law in China by : Jiang Yu Wang

Download or read book Company Law in China written by Jiang Yu Wang and published by Edward Elgar Publishing. This book was released on 2014-04-25 with total page 407 pages. Available in PDF, EPUB and Kindle. Book excerpt: This accessible book offer a comprehensive and critical introduction to the law on business organizations in the People�s Republic of China. The coverage focuses on the 2005-adopted PRC Company Law and the most recent legislative and regulatory develop

Chinese Capital Market Takeover and Restructuring Guide

Author : Chengwei Liu
Publisher : Kluwer Law International B.V.
ISBN 13 : 904114255X
Total Pages : 536 pages
Book Rating : 4.0/5 (411 download)

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Book Synopsis Chinese Capital Market Takeover and Restructuring Guide by : Chengwei Liu

Download or read book Chinese Capital Market Takeover and Restructuring Guide written by Chengwei Liu and published by Kluwer Law International B.V.. This book was released on 2010-12-22 with total page 536 pages. Available in PDF, EPUB and Kindle. Book excerpt: Although several useful entry guides to China for business investors have appeared in recent years, this is the first book to focus on a business strategy that is becoming increasingly important – and attractive – to businesses in China: the takeover and restructuring of a listed company. This practice orientated book has an additional value, moreover, in that it fully takes into account not only the relevant regulations, most of which were promulgated or updated from 2005 to 2010, but also the actual structures and procedures of nearly ninety announced deals, right up to September 2010. In unprecedented details, the author, an experienced M&A lawyer, describes China specific takeover and restructuring cases involving foreign investors as well as state-owned shareholders on the Shanghai Stock Exchange, the Shenzhen Stock Exchange and ‘ChiNext’. The presentation and analysis covers such elements as the following: the standard bids, such as tender offers, negotiated transfers, indirect takeovers and subscriptions for new shares; the special accesses available to a foreign investor such as qualifying as a ‘strategic investor’ or ‘qualified foreign institutional investor’ (QFII); the particular situations where ‘state-owned shareholder’ (SS) is involved or where a share exchange occurs, including where a foreign investor subscribes by injecting, or acquires indirectly via, its ‘onshore foreign invested enterprise’; the basic restructuring approaches of a listed company – public offering and private placement; and the full meaning and significance of the ‘substantial asset restructuring’ (SAR), which may be asset purchases, disposals or swaps, or the SAR in special cases – merger or separation deals. The author’s illustration of deal structures and step-by-step procedures, visualized in over 150 charts and checklists, gives the reader a clear path to follow through what can seem like a forbiddingly difficult process – a path rendered more secure by the deal histories presented. For companies with operations in China, or considering such operations, as well as professionals advising on these companies, this book is a goldmine of crucially valuable information and guidance. There is nothing else available that comes close to its authority or expertise in this area.

China's Listed Companies

Author : Jin Sheng
Publisher :
ISBN 13 : 9789041159250
Total Pages : 0 pages
Book Rating : 4.1/5 (592 download)

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Book Synopsis China's Listed Companies by : Jin Sheng

Download or read book China's Listed Companies written by Jin Sheng and published by . This book was released on 2015 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: The number of interactions between China's stock markets and markets in other parts of the world continues to grow prodigiously. However, as in many transitional economies, insider control and inefficient law enforcement pose serious problems for the corporate governance of Chinese listed companies. Using a law and economics approach, this book first analyses the types of pervasive misconduct of large shareholders in China's listed companies, and then offers concrete reform proposals toward effective protection of minority shareholders in the interwoven areas of regulation, enforcement, and the judiciary. The author addresses the necessity for recognizing the fiduciary duty of controlling shareholders, for improving voting rights for minority shareholders, for enhancing the disclosure system, and for restricting insider trading and market manipulation.

Regulating Draconian Takeover Defenses with Soft Law

Author : James Si Zeng
Publisher :
ISBN 13 :
Total Pages : 0 pages
Book Rating : 4.:/5 (137 download)

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Book Synopsis Regulating Draconian Takeover Defenses with Soft Law by : James Si Zeng

Download or read book Regulating Draconian Takeover Defenses with Soft Law written by James Si Zeng and published by . This book was released on 2020 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: In recent years, many Chinese listed corporations have adopted draconian takeover defenses that harm shareholders' interests. While the courts and the Chinese Securities Regulatory Commission have failed to offer any guidance as to the validity of these defenses, the two stock exchanges in China have adopted a soft-law approach to regulating them by issuing letters of concern to listed corporations. This article makes the first attempt to empirically evaluate the effectiveness of this soft-law approach by examining the effects of takeover defenses adopted under the regulation of letters of concern with event studies. The movements of stock prices during the event period suggest that the takeover defenses adopted by listed corporations under the regulation of stock exchanges were not draconian, and that these corporations were still potential takeover targets. Thus, letters of concern issued by the two stock exchanges are effective in curbing draconian takeover defenses and protecting public investors. These findings enrich our understandings of the effects of soft law and have important implications for investor protection and the development of the capital market in China.

Comparative Takeover Regulation

Author : Umakanth Varottil
Publisher : Cambridge University Press
ISBN 13 : 1108170978
Total Pages : 545 pages
Book Rating : 4.1/5 (81 download)

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Book Synopsis Comparative Takeover Regulation by : Umakanth Varottil

Download or read book Comparative Takeover Regulation written by Umakanth Varottil and published by Cambridge University Press. This book was released on 2017-10-26 with total page 545 pages. Available in PDF, EPUB and Kindle. Book excerpt: While Western economies generally display dispersed shareholding in listed companies, Asian economies commonly have concentrated shareholding also in publicly listed companies. The principal analysis in Comparative Takeover Regulation relates to the role of takeover regulation in different economies. In the Asian context, the nature of takeover regulation may necessitate a different approach, with greater emphasis on the mandatory bids and disclosure of substantial shareholding. The likelihood of hostile takeovers will be minimal. It is these differences among various jurisdictions that strike at the heart of Varottil and Wan's new work. Ideal for educational institutions that teach corporate law, corporate governance, and mergers and acquisitions, as well as for law firms, corporate counsel and other practitioners, Comparative Takeover Regulation provides students and scholars with brand new analysis of this increasingly important field of study.

The New Takeover Regulation in China

Author : (Robin) Hui Huang
Publisher :
ISBN 13 :
Total Pages : 0 pages
Book Rating : 4.:/5 (137 download)

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Book Synopsis The New Takeover Regulation in China by : (Robin) Hui Huang

Download or read book The New Takeover Regulation in China written by (Robin) Hui Huang and published by . This book was released on 2015 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: This article examines the recently promulgated takeover regulation by the China Securities Regulatory Commission. Along with other laws and regulations, this new regulation has greatly enhanced China's takeover legal regime both in terms of form and substance. It comes at time when the Chinese economy is undergoing a strategic restructuring process and China's capital markets are at the birth of a new era thanks to the ongoing state share reform. The new regulation brings China's takeover law more closely into line with its counterparts in more developed economies, but it remains to be seen whether it will function in practice as hoped due to some potential problems with the regime. The article both investigates the implications of the new regulation for takeover activities in China, and conducts a critique of China's takeover legal regime from a comparative perspective.

Regulation of Foreign Mergers and Acquisitions Involving Listed Companies in the People's Republic of China

Author : Lusong Zhang
Publisher :
ISBN 13 : 9781361477700
Total Pages : pages
Book Rating : 4.4/5 (777 download)

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Book Synopsis Regulation of Foreign Mergers and Acquisitions Involving Listed Companies in the People's Republic of China by : Lusong Zhang

International Securities Markets

Author : Hui Huang
Publisher : Kluwer Law International B.V.
ISBN 13 :
Total Pages : 388 pages
Book Rating : 4.:/5 (318 download)

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Book Synopsis International Securities Markets by : Hui Huang

Download or read book International Securities Markets written by Hui Huang and published by Kluwer Law International B.V.. This book was released on 2006 with total page 388 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book offers the first detailed analysis of Chinaand’s insider trading law, explaining what constitutes insider trading in China and what the consequences of unlawful insider trading might be there. More importantly, it suggests ways in which the law might more effectively prevent the occurrence of insider trading in the first place. Among the elements of the legal framework addressed by the author are the following: and• Who benefits from insider trading and• The issue of when information becomes public and• A comparative law treatment of the underlying theories of insider trading liability and• Private civil liability and• Damage caps and• Measures of recovery The authorand’s approach focuses on Chinaand’s readiness to adopt foreign ideas without adequately assimilating them into the local context. In this connection, he sets out valuable reform proposals, using authority from field interviews with Chinese stakeholders as well as from comparative case law.

Earnings Management of Chinese Listed Companies in Response to Regulation of Rights Offering

Author : Yulin Long
Publisher :
ISBN 13 :
Total Pages : 48 pages
Book Rating : 4.:/5 (399 download)

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Book Synopsis Earnings Management of Chinese Listed Companies in Response to Regulation of Rights Offering by : Yulin Long

Download or read book Earnings Management of Chinese Listed Companies in Response to Regulation of Rights Offering written by Yulin Long and published by . This book was released on 1998 with total page 48 pages. Available in PDF, EPUB and Kindle. Book excerpt:

Protecting Societal Interests in Corporate Takeovers

Author : Huizi Ai
Publisher : Springer Nature
ISBN 13 : 9811975469
Total Pages : 304 pages
Book Rating : 4.8/5 (119 download)

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Book Synopsis Protecting Societal Interests in Corporate Takeovers by : Huizi Ai

Download or read book Protecting Societal Interests in Corporate Takeovers written by Huizi Ai and published by Springer Nature. This book was released on 2022-11-18 with total page 304 pages. Available in PDF, EPUB and Kindle. Book excerpt: The book explores “what are the societal interests that may be affected by a takeover, are these protected under the current regulatory frameworks of the U.K., Germany, and China, (and if so) how are they protected and what recommendations can be made for future reforms in the three jurisdictions?” The book adopts three main methods: law and economics analysis, doctrinal legal research, and comparative analysis. The content of this book is intended not only for the academia; it may also benefit the policy makers by providing an evaluation on the strengths and weaknesses of different protection mechanisms and recommendations for future reforms. Besides, companies which are (potentially) interested in conducting takeovers in the three countries may also find this book useful with its overall analysis of the regulatory frameworks and representative takeover cases in the jurisdictions.

Regulation of State-Controlled Enterprises

Author : Julien Chaisse
Publisher : Springer Nature
ISBN 13 : 9811913684
Total Pages : 727 pages
Book Rating : 4.8/5 (119 download)

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Book Synopsis Regulation of State-Controlled Enterprises by : Julien Chaisse

Download or read book Regulation of State-Controlled Enterprises written by Julien Chaisse and published by Springer Nature. This book was released on 2022-08-25 with total page 727 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book analyses actual and potential normative (whether legislative or contractual) conflicts and complex transnational disputes related to state-controlled enterprises (SCEs) operations and how they are interwoven with the problem of foreign direct investment. Moreover, SCEs also fall within the remit of international political economy, international economics and other SCE-related fields that go beyond purely legal or regulatory matters. In this connection, research on such economic and political determinants of SCE’s operations greatly informs and supplements the state of knowledge on how to best regulate cross-border aspects of SCE’s and is also be covered in this book. The book also aims to analyse the “SCE phenomenon” which includes a wide panoply of entities that have various structures with different degrees of control by states at the central or regional level, and that critically discuss the above-mentioned overlapping legal economic and political systems which can emerge under various shades of shadows casted by governmental umbrellas (i.e., the control can be exercised through ownership, right to appoint the management, and special-voting-rights). The chapters in this book are grouped, so as to address cross-border investment by and in SCE, into four coherent major parts, namely --- (i) the regulatory framework of state capitalism: laws, treaties, and contracts; (ii) economic and institutional expansion of state capitalism; (iii) the accountability of state capitalism: exploring the forms of liabilities; and (iv) regional and country perspectives. Contributions address the core theme from a broad range of SCE and international economic regulations, including but not limited to competition law, WTO law, investment law, and financial/monetary law. They also cover the new emerging generation of Free Trade Agreements (EU-Vietnam FTA, EU China investment treaty, Regional Comprehensive Economic Partnership; and the coordination between treaty systems). The book is a valuable addition and companion for courses, such as international trade law, international law of foreign investment, transnational law, international and economic development, world politics, law of preferential trade agreements, international economics, and economics of development.