What are the most commonly used M A methods, and what are the three types of M A?

Enterprise mergers and acquisitions, that is, mergers and acquisitions between enterprises, are the acts of enterprise legal persons acquiring the property rights of other legal persons in a certain economic way on the basis of equality, voluntariness, and equivalent compensation, and are a major form of capital operation and operation of enterprises. M&A mainly includes three forms: company merger, asset acquisition, and equity acquisition. A corporate merger refers to a legal act whereby two or more companies jointly form a company by entering into a merger agreement in accordance with the conditions and procedures stipulated in the Company Law.

The merger of a company can be divided into two forms: merger by absorption and merger by new establishment. Asset acquisition refers to the selective acquisition of all or part of the assets of the other company by an enterprise in cash, in kind, valuable**, labor services or debt forgiveness. Equity acquisition refers to the acquisition of all or part of the equity of the shareholders of the target company.

As a result of a controlling takeover, Company A holds sufficient shares to control the absolute majority of other companies, which does not affect the continued existence of Company B, and its organizational form remains unchanged, and it still has an independent legal personality in law. Legal basis: Article 172 of the Company Law of the People's Republic of China provides that a merger of a company may be a merger by absorption or a new merger.

The absorption of another company by one company is a merger by absorption, and the absorbed company is dissolved. The merger of two or more companies to create a new company is a new merger, and the parties to the merger are dissolved.

There are two main types, asset mergers and acquisitions and equity mergers and acquisitions, each with its own advantages and disadvantages, but there are more equity mergers and acquisitions in joint-stock company mergers and acquisitions.

The commonly used M&A methods mainly include cash M&A, share exchange M&A and comprehensive M&A, among which the more commonly used method is cash M&A.

There are several ways to merge and acquisition:

1. Buy assets with cash. It refers to the use of cash by the acquiring company to purchase most or all of the assets of the target company in order to achieve control over the target company;

2. Purchase with cash**. It refers to the acquisition of most or all of the target company's purchase of cash by the acquiring company to achieve credit control over the target company;

3. Purchase assets with **. It refers to the issuance of the M&A company's own ** to the target company in exchange for most or all of the assets of the target company;

4. Swap it for. This type of M&A is also known as "share exchange". Generally, the acquiring company directly issues ** to the shareholders of the target company in exchange for most or all of the target company**, usually to reach the number of shares controlled;

5. Debt-to-equity swap. Debt-to-equity M&A refers to the conversion of creditor's rights into investment by the largest creditor when the enterprise is unable to repay its debts, so as to obtain control of the enterprise;

6. Indirect holding. It is mainly the strategic investor who indirectly obtains the control of the listed company through the direct merger and acquisition of the largest shareholder of the listed company;

7. Debt-bearing mergers and acquisitions. It refers to the acquisition of the control of the target enterprise by assuming all the claims and debts of the target enterprise;

8. Free allocation. It refers to the act of directly transferring state-owned shares between state-owned investment entities by local ** or competent authorities as the shareholding unit of state-owned shares. It will help to reduce competition within state-owned enterprises and form a banquet for large companies and large groups with international competitiveness.

With a very strong ** color.

Legal basisArticle 70 of the Enterprise Bankruptcy Law of the People's Republic of China.

The debtor or creditor may, in accordance with the provisions of this Law, directly apply to the people's court for reorganization of the debtor.

If a creditor applies for bankruptcy liquidation of the debtor, the debtor or the contributor whose capital contribution accounts for more than one-tenth of the debtor's registered capital may apply to the people's court for reorganization after the bankruptcy application is accepted by the People's Law and before the debtor is declared bankrupt.

The methods of mergers and acquisitions are as follows: according to the Servant Bird Law, the purchase of assets with cash, the purchase of assets with cash, the exchange of assets, the debt-to-equity swap, indirect holding, debt-based mergers and acquisitions, and the free transfer of local assets.

Legal basisArticle 173 of the Company Law of the People's Republic of China.

In the case of a merger, the parties to the merger shall sign a merger agreement and prepare a balance sheet and a list of assets. The company shall notify the creditors within 10 days from the date of making the merger resolution and make an announcement in the newspaper within 30 days. Within 30 days from the date of receipt of the notice, and within 45 days from the date of announcement if the creditor does not receive the notice, it may request the company to pay off the debts or provide corresponding guarantees.

Article 174 Divination.

When a company merges, the creditor's rights and debts of the parties to the merger shall be inherited by the surviving company or the newly established company after the merger.

Legal analysis: 1. Purchase assets with cash. It refers to the use of cash by the acquiring company to purchase part or all of the assets of the target company in order to achieve control over the target company.

2. Purchase with cash**. It refers to the acquisition of most or all of the target company** by the acquiring company in cash to achieve control over the target company. 3. Purchase assets with **.

It refers to the issuance of the M&A company's own ** to the target company in exchange for most or all of the assets of the target company; 4. Swap it for. This type of M&A is also known as "share exchange".

Generally, the acquiring company directly issues ** to the shareholders of the target company in exchange for most or all of the target company**, usually to reach the number of shares controlled; 5. Debt-to-equity swap. Debt-to-equity M&A refers to the conversion of creditor's rights into investment when the enterprise is unable to repay its debts, so as to obtain control of the enterprise.

6. Indirect holding. It is mainly the strategic investor who indirectly obtains the control of the listed company through the direct merger and acquisition of the largest shareholder of the listed company; 7. Debt-bearing mergers and acquisitions.

It refers to the acquisition of the control of the target enterprise by assuming all the claims and debts of the target enterprise; 8. Free allocation. It refers to the act of directly transferring state-owned shares between state-owned investment entities by the local government or the competent authority as the shareholding unit of state-owned shares.

It will help reduce competition within state-owned enterprises and form large companies and large groups with international competitiveness. With a very strong ** color.

Legal basis: The ** Law of the People's Republic of China: Chapter 2 ** issuance and Chapter 4 acquisition of listed companies are the foundation and core of the legal system of mergers and acquisitions.

Legal analysis: M&A methods include: 1. Acquisition of assets, which refers to the management buyout of most or all of the assets of the target company.

2. Acquisition** Acquisition** refers to the direct purchase by management of the controlling interest or all of the ** from the shareholders of the target company. If the target company has a small number of shareholders or is a subsidiary of the company, the negotiation process for the purchase of the target company is relatively simple, and the merger and acquisition negotiations can be conducted directly with the large shareholders of the target company to negotiate the terms of the sale. 3. Comprehensive Acquisition Comprehensive acquisition refers to a combination of cash, corporate bonds, warrants, convertible bonds and other forms when the acquirer makes an offer to the target.

Legal basis: Article 34 of the Company Law provides that shareholders shall receive dividends in accordance with the proportion of their paid-in capital contributions; When the company adds new capital, shareholders have the right to subscribe for capital contributions in accordance with the proportion of paid-in capital contributions. However, all shareholders agree not to distribute dividends in accordance with the proportion of capital contribution or do not subscribe for capital contribution in priority according to the proportion of capital contribution.

Article 34 of the Regulations of the People's Republic of China on the Administration of Company Registration of a limited liability company that changes its shareholders shall apply for change of registration within 30 days from the date of change, and shall submit the subject qualification certificate or natural person identity certificate of the new shareholder. After the death of a natural person shareholder of a limited liability company, if his legal heirs inherit the shareholder qualifications, the company shall apply for modification of registration in accordance with the provisions of the preceding paragraph. If the shareholder of a limited liability company or the promoter of the shares of **** changes his name or title, he shall apply for change of registration within 30 days from the date of the change of name or title.