全流通时代大股东减持行为研究
发布时间:2019-02-17 18:12
【摘要】:随着股权分置改革的完成以及大部分非流通股的解禁,我国证券市场全面进入股票全流通时代,上市公司股东不再划分为流通股股东和非流通股股东,新的股东关系将取而代之。在全流通时代,上市公司大股东持有的股份可以在二级市场上自由流通,为了满足自身利益最大化的要求,大股东会通过操纵股价,在二级市场上减持股份,侵害中小股东利益。具体地操作过程是:通过业绩操纵,尽可能地在低位进行定向增发,以较低的成本增加持股比例,稳固控制权地位;通过正向盈余管理,虚增利润,抬高股价,以达到高位减持,获取利益的目的。目前,定向增发高折价和正向盈余管理为全流通时代的大股东减持股票提供了完备的条件,本文的创新之处就在于将结合了定向增发和盈余管理的减持行为作为大股东侵害中小股东利益的一种新途径来进行研究分析,从而提出合理引导和严格监管的政策性建议,包括优化结构,完善股权制衡机制,严格信息披露,弱化大股东信息优势,建立健全的大股东减持制度等措施,以便更好地规范大股东的行为,保护中小股东的利益,完善和持续发展整个资本市场。 本文的实证研究主要涉及两个方面:一方面,对大股东减持所带来的市场效应进行实证分析。通过分析限售股解禁、减持对整体证券市场的效应可知,其影响虽然不是十分显著,但总体趋势是负面的;通过事件研究法分析大股东减持对证券市场个股的效应可知,在减持事件公告日之前大股东能够获得超额收益,在减持之后则不会再有。这样的结果表明虽然在股权分置改革之后监管机构加强了对上市公司的监管,但在二级市场的减持过程中大股东仍然能够侵害中小股东的利益,大股东利益侵害的方式已经逐步从上市公司向证券市场转移,从单一的上市公司获利转为对上市公司和证券市场的双重控制。另一方面,对大股东减持侵害行为的具体操作模式进行分析,主要是通过回归模型分析定向增发(降低成本)与减持套利的相关关系以及盈余管理(提高收益)与减持套利的相关关系,详细地描述了大股东利益侵害的新途径。在全流通时代,大股东的利益直接与二级市场的股票价格相关联,大股东获得利益的方式也直接转变为通过大量减持来赚取股票价差。因此,在目前的形势下,大股东的侵害行为更多地表现为低买高卖,这样既能够获得利益又能够保持大股东本身的控制权。大股东为了获取利益,往往会倾向于制定高折价的定向增发低价增持公司股份,同时进行正向盈余管理在二级市场上高价减持套利。 本文总共分为五个部分,依次如下:第一部分是绪论,论述了论文的选题背景与意义,对解禁、减持、股权结构、盈余管理、定向增发等方面进行了文献回顾,明确了本论文的研究框架、主要贡献与不足。第二部分是大股东减持行为概述,对限售股解禁与减持的概念做了初步界定,对股票全流通前后大股东利益实现方式的改变进行了简要介绍,对证券市场的一般情况进行了描述性分析并通过经典案例描绘了上市公司大股东在全流通时代进行定向增发和减持的整个过程。第三部分是研究设计及方法选择,结合我国资本市场特殊的背景环境,进行理论分析,明确问题,提出假设,选择方法,设计变量,选择样本,收集数据。第四部分是实证分析及研究结果,利用Eviews6.0统计软件,针对第三部分提出的相关理论假设,构造模型,进行实证处理,并且对实证结果从理论意义和现实意义两方面进行解释说明。第五部分是结论、政策建议及研究展望,阐述了本论文的研究结论,提出多项政策性建议,并且指出了未来可能的研究方向。
[Abstract]:With the completion of the share-sharing reform and the release of most of the non-tradable shares, the stock market of our country fully enters the time of full-circulation of the stock, and the shareholders of the listed company are no longer divided into the shareholders of the non-tradable shares and the non-tradable shares, and the new shareholders' relationship will be replaced. In the time of full circulation, the shares held by the large shareholders of the listed company can be freely circulated in the secondary market, and in order to meet the requirements of the maximization of their own interests, the large shareholders' meeting can reduce the share in the secondary market and encroach on the interests of the small and medium-sized shareholders by manipulating the stock price. The operation process is as follows: through the performance manipulation, as far as possible, the low-order placement is carried out, the shareholding ratio is increased at a lower cost, and the control position is stabilized; and through the positive-current-surplus management, the profit is increased, and the stock price is increased, so as to achieve the purpose of high-position reduction and benefit acquisition. At present, the high-trade-in and forward-surplus management of the directional additional shares provide a complete set of conditions for the reduction of the shares of the large shareholders in the whole circulation age, The innovation of this paper is to carry on the research and analysis as a new way to protect the interests of small and medium-sized shareholders as a new way for the large shareholders to infringe on the interests of small and medium-sized shareholders, so as to put forward the policy suggestions of reasonable guidance and strict supervision, including the structure of the structure, In order to better regulate the behavior of large shareholders, protect the interests of small and medium-sized shareholders, perfect and continuously develop the whole capital market. The empirical study of this paper mainly involves two aspects: on the one hand, the market effect brought by the reduction of the large shareholders is analyzed. In this paper, through analyzing the effect of the limit on the stock market, the effect of the reduction on the whole stock market shows that the effect is not very significant, but the overall trend is negative; the effect of the large shareholder's reduction on the stock market share can be analyzed through the event research method. It is well known that large shareholders are able to obtain excess returns prior to the date of the reduction of the event, and will not, after the reduction, There are. The results show that, while the regulator has strengthened the supervision of the listed company after the equity division reform, the large shareholders still can infringe the interests of the small and medium-sized shareholders during the reduction of the secondary market, and the mode of the infringement of the interests of the large shareholders has been gradually transferred from the listed company to the securities market The shift from the single listed company to the dual control of the listed company and the securities market On the other hand, on the other hand, the specific operation mode of the large shareholder's reduction of the infringement behavior is analyzed, mainly through the regression model to analyze the related relationship between the directional additional issue (cost reduction) and the reduction of the arbitrage, and the correlation between the surplus management (the increase of income) and the reduction of the reduction arbitrage. It is a new way to describe the interests of the large shareholders in detail. In the period of full circulation, the interests of the large shareholders are directly related to the stock price of the secondary market, and the manner in which the large shareholders gain the benefit is also directly transformed into the stock price by a large amount of reduction. As a result, in the present situation, the infringement behavior of the large shareholders is more manifested as the low-buying and high-selling, so that both the benefits and the control of the large shareholders can be maintained Right. In order to gain the benefit, the large shareholders tend to develop high-trade-in and low-price increases and hold the company's shares at the same time, at the same time, carry on the positive surplus management in the second-tier market, the high-price reduction sleeve This paper is divided into five parts, which are as follows: the first part is the introduction, the background and significance of the thesis are discussed, the literature review is made on the aspects such as the release, the reduction, the ownership structure, the surplus management, the directional additional issue and so on, and the research of this paper is made clear. The main contribution of the framework The second part is an overview of the reduction behavior of the big shareholders, and the concept of the restriction and reduction of the stock-selling unit is primarily defined, and the change of the interests of the big shareholders before and after the full circulation of the stock is simplified. In this paper, the general situation of the stock market is analyzed in a descriptive way, and through the classic case, the large shareholders of the listed company are given the whole circulation time for the orientation and the reduction. The third part is the study design and method choice, in combination with the special background environment of our capital market, carry on the theoretical analysis, make clear the question, put forward the hypothesis, choose the method, design the variable, select the sample, collect The fourth part is the empirical analysis and the research results, and using the Eviews6.0 statistical software, the relevant theoretical hypothesis, the construction model and the empirical processing of the third part are carried out, and the empirical results are solved from both theoretical and practical significance. The fifth part is the conclusion, the policy suggestion and the prospect of the research, and expounds the research conclusion of this paper, puts forward several policy suggestions, and points out the possible research in the future.
【学位授予单位】:江西财经大学
【学位级别】:硕士
【学位授予年份】:2012
【分类号】:F832.51;F224
本文编号:2425447
[Abstract]:With the completion of the share-sharing reform and the release of most of the non-tradable shares, the stock market of our country fully enters the time of full-circulation of the stock, and the shareholders of the listed company are no longer divided into the shareholders of the non-tradable shares and the non-tradable shares, and the new shareholders' relationship will be replaced. In the time of full circulation, the shares held by the large shareholders of the listed company can be freely circulated in the secondary market, and in order to meet the requirements of the maximization of their own interests, the large shareholders' meeting can reduce the share in the secondary market and encroach on the interests of the small and medium-sized shareholders by manipulating the stock price. The operation process is as follows: through the performance manipulation, as far as possible, the low-order placement is carried out, the shareholding ratio is increased at a lower cost, and the control position is stabilized; and through the positive-current-surplus management, the profit is increased, and the stock price is increased, so as to achieve the purpose of high-position reduction and benefit acquisition. At present, the high-trade-in and forward-surplus management of the directional additional shares provide a complete set of conditions for the reduction of the shares of the large shareholders in the whole circulation age, The innovation of this paper is to carry on the research and analysis as a new way to protect the interests of small and medium-sized shareholders as a new way for the large shareholders to infringe on the interests of small and medium-sized shareholders, so as to put forward the policy suggestions of reasonable guidance and strict supervision, including the structure of the structure, In order to better regulate the behavior of large shareholders, protect the interests of small and medium-sized shareholders, perfect and continuously develop the whole capital market. The empirical study of this paper mainly involves two aspects: on the one hand, the market effect brought by the reduction of the large shareholders is analyzed. In this paper, through analyzing the effect of the limit on the stock market, the effect of the reduction on the whole stock market shows that the effect is not very significant, but the overall trend is negative; the effect of the large shareholder's reduction on the stock market share can be analyzed through the event research method. It is well known that large shareholders are able to obtain excess returns prior to the date of the reduction of the event, and will not, after the reduction, There are. The results show that, while the regulator has strengthened the supervision of the listed company after the equity division reform, the large shareholders still can infringe the interests of the small and medium-sized shareholders during the reduction of the secondary market, and the mode of the infringement of the interests of the large shareholders has been gradually transferred from the listed company to the securities market The shift from the single listed company to the dual control of the listed company and the securities market On the other hand, on the other hand, the specific operation mode of the large shareholder's reduction of the infringement behavior is analyzed, mainly through the regression model to analyze the related relationship between the directional additional issue (cost reduction) and the reduction of the arbitrage, and the correlation between the surplus management (the increase of income) and the reduction of the reduction arbitrage. It is a new way to describe the interests of the large shareholders in detail. In the period of full circulation, the interests of the large shareholders are directly related to the stock price of the secondary market, and the manner in which the large shareholders gain the benefit is also directly transformed into the stock price by a large amount of reduction. As a result, in the present situation, the infringement behavior of the large shareholders is more manifested as the low-buying and high-selling, so that both the benefits and the control of the large shareholders can be maintained Right. In order to gain the benefit, the large shareholders tend to develop high-trade-in and low-price increases and hold the company's shares at the same time, at the same time, carry on the positive surplus management in the second-tier market, the high-price reduction sleeve This paper is divided into five parts, which are as follows: the first part is the introduction, the background and significance of the thesis are discussed, the literature review is made on the aspects such as the release, the reduction, the ownership structure, the surplus management, the directional additional issue and so on, and the research of this paper is made clear. The main contribution of the framework The second part is an overview of the reduction behavior of the big shareholders, and the concept of the restriction and reduction of the stock-selling unit is primarily defined, and the change of the interests of the big shareholders before and after the full circulation of the stock is simplified. In this paper, the general situation of the stock market is analyzed in a descriptive way, and through the classic case, the large shareholders of the listed company are given the whole circulation time for the orientation and the reduction. The third part is the study design and method choice, in combination with the special background environment of our capital market, carry on the theoretical analysis, make clear the question, put forward the hypothesis, choose the method, design the variable, select the sample, collect The fourth part is the empirical analysis and the research results, and using the Eviews6.0 statistical software, the relevant theoretical hypothesis, the construction model and the empirical processing of the third part are carried out, and the empirical results are solved from both theoretical and practical significance. The fifth part is the conclusion, the policy suggestion and the prospect of the research, and expounds the research conclusion of this paper, puts forward several policy suggestions, and points out the possible research in the future.
【学位授予单位】:江西财经大学
【学位级别】:硕士
【学位授予年份】:2012
【分类号】:F832.51;F224
【引证文献】
相关硕士学位论文 前1条
1 王晓惠;我国创业板大股东减持的市场反应及其对公司绩效的影响研究[D];华东师范大学;2013年
,本文编号:2425447
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