CROSS-BORDER MERGER AND ACQUISITION OF CHINESE DOMESTIC LISTED COMPANIES

China’s reform of state-owned enterprises (SOEs) and share trading plays an essential role in cross-border mergers and acquisitions (M&A). Considering most of the public listed companies enjoying abundant domestic resources as an outcome of SOEs reform, as well as the new capital and innovative managerial conceptions that foreign M&A brings in, the SOEs and share-trading reforms are undoubtedly mutually beneficial. As the reforms deepen, rules are established that state-owned shares cannot be traded, given potential loss of state-owned assets, which creates a great plight for foreign M&A through directly purchasing tradable shares within China’s A share market. Therefore, share-trading reform progressed so as to convert non-tradable shares to tradable ones, which indeed provides many opportunities for foreign M&A. This article adopts case study and related empirical analysis methods. After systematic research on the cases of foreign M&A of listed companies in China that were transacted between 1995 and November 2012, and analyzing each respectively under the framework of the existing sixteen models in China, those models can be further classified into three categories concerning the unique share structure as well as the legal environment in China.     

Agency under constraint: Ideological preferences and the politics of electricity regulation in Latin America

Whereas both the literature on globalization and the literature on regulatory diffusion stress the pressures that led to policy convergence, this article shows how the ideology of incumbents produced different regulatory outcomes, even in the face of strong financial and technological pressures that constrained policy agency. By looking at the regulatory frameworks adopted at the time of electricity privatization in Latin America, this article shows that right‐wing governments adopted regulations that eliminated barriers to entry and investment and limited the discretion of regulators (market‐conforming regulations), and that former statists who had pragmatically converted to the market creed instead chose regulations that tended to impose higher barriers to entry and investment and gave regulators wide discretion in conflict resolution and price setting (market‐controlling regulations). These findings suggest the need to look at the ideology (and ideological legacies) of government coalitions for a more nuanced understanding of the process of regulatory diffusion that took place across many sectors in most regions of the world.     

设立两岸柜台交易市场 服务福建跨越发展

柜台交易市场是现代金融体系的重要组成部分,对解决中小企业融资困难,完善一国多层次资本市场体系有重要意义。在厦门设立两岸柜台交易市场不仅有助于改善大陆台资中小企业普遍面临的融资困难问题,也是厦门建设两岸区域性金融服务中心的需要。该文分析了厦门建立两岸柜台交易市场的必要性及可行性,就厦门设立两岸柜台交易市场的功能定位、运作模式和监督管理等方面进行框架设计。     

Comparative Climate Change Policy and Federalism: An Overview

This commentary provides an overview of the four papers in this issue of Review of Policy Research on the politics of climate change. The papers all address in one way or another aspects of how federal‐type systems are dealing with the collective action and multilevel governance issues of climate change policy. The comparative study of federal systems provides insight into how domestic authority is so often overlapping and divided when dealing with greenhouse gas emissions and climate change. Federal arrangements offer a rich array of norms, institutions, and practices for tackling these problems. Federal systems grapple continuously with the kinds of issues that are the most intractable in the climate change case, such as overcoming interregional differences of interests and values. A common federal feature is competition among subnational governments and between them and national or federated governments over climate change policy, which has been especially significant in the United States and in Canada in the relative absence of national action––although soberingly, the whole is as yet nowhere near as great as the sum of the parts. More significant, but rarer is the achievement of tighter coordination in federal systems achieved through intergovernmental co‐decision, as seen in the European Community and Australia. This has been accomplished in large part due to a consensus among all intergovernmental parties on the nature of the problem and congruence with the existing international regime, characteristics missing in the North American context.     

证券做市交易与市场操纵的界分

2017年12月4日,中国证监会针对做市商的市场操纵行为作出了首单行政处罚,但该决定实际仍未明确如何在逻辑上和事实上厘清证券做市交易与市场操纵行为的关系。虽然做市商的流动性供给和定价功能,会导致做市商对证券价格的内心价值判断与其做市行为客观所表达的观点产生不一致,但该种不一致乃是为履行积极义务所致,因此也就不存在操纵的故意,在逻辑上也就不属于市场操纵。是否存在操纵的故意,同时也就构成了在事实上区分证券做市交易和市场操纵的关键。而该项事实认定在新三板市场上应当考虑到低流动性的市场环境、持续双向报价的积极义务、中央交易对手的特别安排、调节库存的客观需要等特殊因素,设置异于通常事实认定标准的特别要求。虽然该种做法存在发生假阴性错误的风险,但从协调假阳性错误及假阴性错误的逻辑和方法来看仍是妥当的选择。     

Minimum Alcohol Pricing: Balancing the ‘Essentially Incomparable’ in Scotch Whisky

This note contrasts the approaches taken by the Court of Justice of the European Union and the UK Supreme Court in the high‐profile litigation which preceded the introduction of minimum alcohol pricing in Scotland. The case of Scotch Whisky Association and others v The Lord Advocate and another hinged, ultimately, on the necessity of minimum pricing to achieve important public health goals. The notably differing viewpoints adopted by the domestic and Union courts, however, both illustrate the elusiveness of the proportionality criterion, and expose tensions between domestic and supranational control in the context of internal market regulation.     

整合产生强势竞争力--广西县域工业快速发展模式探究

善于对资源要素进行合理整合才会产生强势竞争力.考察广西近年一些县份经济的快速发展,不难发现有以下几种成功模式一是依托大企业产品向两头延伸拓展形成的整合竞争力模式;二是专业化生产配套产品形成的整合竞争力模式三是产品集群生产形成的整合竞争力模式;四是特色产业大基地种植+集群深加工的整合竞争力模式.     

试论诚实信用原则的经济基础--以市场经济、财产权制度为中心

诚实信用是市场活动中由道德规范上升形成的重要原则,是道德规范在法律上的再现。诚实信用原则源于商品交换,作用于市场且离不开市场。市场经济的本质蕴涵了对诚实信用的需要;同时诚实信用是商品交换或市场经济作用的产物,市场经济的完善有利于培养遵守契约的观念和文化,从而有利于诚实信用原则的遵守。诚实信用原则功能的发挥与财产权制度紧密相关。财产权是信任的基础,也是影响信任结构的一个重要因素。完善财产权制度,塑造以市场经济为基础的诚实信用,发挥诚实信用原则的社会功能已成为迫在眉睫的事情。     

保险资金直接入市问题论析

首先指出了保险资金直接入市的三大认识误区,然后讨论了保险资金直接入市必须具备的基础条件,最后分析得出我国保险资金直接入市应该采取循序渐进、稳步推进的原则,最终实现合理配置资金、有效化解风险、确保投资安全与收益的目标。     

Breaking up a partnership to build a competitive market in Denmark’s ambulance service: how can studies of contract reversals learn from the sociology of markets?

ABSTRACT

paper analyses a case of contract reversal in the market for ambulance services. The paper suggests that the sociology of markets-literature provides insights into market institutions of importance to relations between government and contractors that will benefit contracting out theory. Building on document analysis and interviews with 19 key stakeholders, it is demonstrated how a regional government in Denmark tried to wrestle the service provision from a long-time private provider and create a competitive market, only to discover that the implementation of the new contract was beset by obstacles largely stemming from informal norms in the market and attempts of the existing provider to hamper market entry for challenger firms. The result was a contract reversal: from private provision to government-provided service delivery. The paper contributes to the contracting out literature by providing a more elaborate understanding of the institutional conditions under which contract reversals can take place.