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Hostile takeover, compared to friendly takeover, gets its name for the characteristic of hostility toward target company by bidder. Hostile takeover means that where managers of target company ate opposed to takeover action, bidder makes tender offers to shareholders of target company to buy their stocks and thus obtain the control of target company. Hostile takeover was derived from the counties such as the United States and Britain, but developed slowly in china, and it can be said a new problem. The share-trading reform in 2005 perfect capital market system, the new ’management of listed companies’and’security law’ improve the system of law, all of them offer a good environment of hostile takeover. In the foreseeable future, hostile takeover can improve corporate internal governance in our country, and optimize the allocation of resources of market.author explains the concept of goodwill takeover, hostile takeover and anti-merger, discusses all strategies of hostile takeover, analysises the control of the company concept of hostile takeover, and so all, also, researches the theoretical support of anti-merger; Next, the author try to construct the performance evaluation model, and raise the assumption of studies in chapter 3; In chapter 4, uses financial indicators evaluate the performance of the target company and hostile takeover company between before and after the merger. From the studies, we can conclude hostile takeover can improve business performance and corporate governance of target company, on the contrary, anti-merger operates negatively the performance of the target company. Hostile takeover can enhance the operating revenue of the merger side, but the result is not very good, the merger side ultimate short-term behavior.After research and analysis, the penman holds that hostile takeover is helpful for cultivating international competitive company, improving efficiency and corporate governance structure. So we should promote the development of hostile takeover, and relatively restricted acts of anti-merger. In the last, the penman raise the regulatory policies and specific actions.
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