중국 역내(境內)기업 인수․합병(M&A)에 있어서 법 적용에 관한 검토

Since China joined WTO, its market of M&A by foreign investors has been enlarged and it has become a critical method of introducing foreign capital into China. The mergers and acquisitions in china appear in various forms primarily as State-owned enterprises, Backdoor listings of private management enterprises, Management Buy-outs, Mergers and acquisitions by foreign funds. In China, M&A in the precincts of China by foreign investors means that foreign investor takes over the stakes of shareholders of non-foreign investment company in the precincts of China by agreement, or it means that foreign investor takes over the capital increase in stakes of company within the area so that it is switched into foreign investment company. It also states when a foreign investor establishes a foreign investment company and takes over the assets of the company within the area by consent and manage them through its own company at the same time, or the foreign investor takes over the assets of the company within the area by consent and establishes a foreign investment company by using the assets and running it at the same time. Therefore, there are two major ways of M&A within the area in China. One is the mergers and acquisitions by transferring stakes and the other one is by handing over the assets. There are matters of conflicts and corresponds through applying a law in China because it regulates and enforces the specific methods and the laws and its range of application of M&A within the area in China by foreign investors by piecemeal approach by each enterprises. To give separate examples, there is alteration of investment stakes of foreign investment company, M&A of foreign investment company by increasing its stock by foreign investor itself, M&A of enterprise within the area in China by a foreign company, M&A of foreign investment company by a foreign investor, matter of applying an informs about the reinforcement of foreign exchange and tax collecting, registration and screening standards of a foreign investment company, evaluation for the national security of economy by Anti-trust act and applying Antitrust policy.