According to the general practice of asset reorganization of listed companies in China, it can be summarized into four main forms: acquisition and merger, equity transfer, asset divestiture and asset replacement. 1. Acquisition and merger. It is often called enterprise merger and acquisition. Through mergers and acquisitions, enterprises can not only integrate internal and external resources, produce scale effect, reduce market transaction costs and expand market share, but also adopt diversified business strategies to reduce business risks. 2. Equity transfer. Equity transfer refers to the behavior that M&A company acquires part of the equity of a listed company according to the equity transfer agreement, thus becoming a shareholder or even a controlling shareholder of the listed company. 3. Asset divestiture. Asset divestiture is to divest the unproductive and non-operating assets in the main body of a listed company from the entity of the listed company, which is generally borne by the parent company of the listed company. This is one of the most commonly used methods to improve the profits of listed companies, mainly by stripping the non-performing assets of listed companies to the parent company or other subsidiaries of the parent company. 4. Asset replacement. Asset replacement refers to the exchange of assets between listed companies and other companies, thus improving the quality of assets. In China's securities market, this kind of transaction mainly occurs between related parties, which is a common means for listed companies, especially some listed companies whose main business is losing money or in trouble.
Legal objectivity:
Article 122 of the Company Law A listed company shall set up independent directors, and the specific measures shall be formulated by the State Council. Article 123 A listed company shall have a secretary of the board of directors, who shall be responsible for the preparation, document keeping, shareholder information management and information disclosure of shareholders' general meetings and board meetings. Article 124 Where a director of a listed company has an associated relationship with the enterprise involved in the resolution of the board of directors, he shall not exercise the right to vote on the resolution, nor shall he exercise the right to vote on behalf of other directors. The board meeting can only be held when more than half of the unrelated directors are present, and the resolutions made at the board meeting must be passed by more than half of the unrelated directors. If there are less than three unrelated directors present at the board of directors, they shall be submitted to the shareholders' meeting of the listed company for deliberation.