外资并购国内上市公司反垄断法律规制的困境解析

Predicament Analyse for Legal Rules and Regulations of Antimonopoly of the Foreign Capitals' Merging Domestic Listed Company

外资并购国内上市公司是近年来国际经济生活中的一个重要现象和经济合作形式,它在给中国市场带来革新动力的同时,也可能导致垄断的倾向,对中国经济和产业安全造成一定的负面影响,从而引起当前学术界的广泛关注和思考。为了有效应对外资对国内上市公司的垄断性并购,从当前外资并购上市公司反垄断立法体制的缺陷、外资垄断性并购的实质性标准及其审查、反垄断法适用除外制度的不足等进行系统的分析和梳理,以探讨当前外资并购反垄断法律规制所面临的主要困境及研究新思路。

It is an important phenomenon and economic cooperation form in the international economic life in recent years that the foreign capitals merge the domestic listed company, which brought reform motive power for Chinese market as well as leading to tendency of monopoly which may cause certain negative effect on China＇s security of economy and industry, thus caused the extensive concern and thought of the academia at present. In order to respond to malicious merger and acquisition of domestic listed companies by foreign capitals, in this article we will analyze and distinguish the legal issues systematically, such as the defect of the legislative system of antimonopoly from the present foreign capitals to merge listed companies, definitions of substantive standard for monopolistic merger and acquisition by foreign capitals, and the shortage of exemption system of antimonopoly law ete, in order to probe into the present main predicament and new idea of research that legal rules and regulations of antimonopoly of the foreign capitals＇ merging domestic listed company faced with.