“毒丸”计划作为一项反收购的措施,在国外的公司并购活动中已经屡见不鲜。但对我国国内的公司并购而言,“毒丸”仍然鲜有例证。本文通过对“毒丸”计划实施的立法和理论进行分析,旨在为我国上市公司反收购提供有益的借鉴。 As an anti-takeover measure, the “Poison Pills” plan has been commonplace in foreign M & A activities. However, for the domestic mergers and acquisitions in our country, “poison pill” is still rare. This article analyzes the legislation and theory of “poison pill” plan, which aims to provide useful reference for anti-takeover of listed companies in our country.