Abstract: This paper employs two-tier stochastic frontier model to measure overseas M&A bargaining power of chinese listed companies, followed by empirical tests based on data of listed companies from 2003 to 2013. The empirical results show that: (1) the foreign enterprises’ bargaining power make the M&A price to about 53.2% higher than the equilibrium price, the bargaining power of the listed companies make the M&A price lower about 47.9% than the equilibrium price the final game result is our M&A price about 5.3% higher than the equilibrium price. (2)on average, almost all the listed companies have to receive a M&A price which is 5.3% higher than the equilibrium price. The increases of the M&A price depend on the payment method of M&A, important M&A or not, assent M&A or not, the proportion of independent directors and the proportion of managerial ownership of the listed companies.