上市公司多元化经营对中小投资者利益保护的影响研究
发布时间：2018-10-25 17:21
【摘要】：投资者保护问题一直以来都是公司治理的核心所在,在我国股权相对集中的环境下,掌握着公司控制权的大股东能通过影响公司决策的制定而有效保护自身利益,故广大的中小投资者面临着管理层和控股股东侵害的双重威胁,其利益的保护更为迫切。作为投资资金的接受者,上市公司应承担起保护外部中小投资者利益的责任,在相关决策中考虑其利益。而当企业发展到一定阶段为加速自身成长和扩张性经营活动,很重要的手段就是利用自身的资源优势通过并购、重组等手段从事多元化经营。那么,这一重大经营决策会如何影响中小投资者的利益呢?本文试图通过我国2007年至2009年的上市公司数据检验了多元化经营对两类代理成本的影响,考察非理性多元化经营对中小投资者利益的影响问题,为规范我国上市公司的多元化经营行为,保护广大中小投资者利益提出了相关建议。 多元化经营可区分为理性和非理性两种,非理性多元化经营并没有站在公司发展的角度,无法获得规模与范围经济、风险降低、交易成本优势等多元化利益,更多的是加剧了代理成本、内部资本市场无效所产生的巨大成本等,这些成本可能会影响企业价值,进而会损害股东的利益。本文首先以ROE、EPS、市价比率和托宾Q值四项指标来度量公司价值,检验我国上市公司整体上的多元化经营对公司价值的影响,结果证实了多元化折价的存在,表明了我国上市公司的多元化决策中非理性的成分居多,造成了公司价值的减损。然后基于两类代理问题解释非理性多元化折价的成本承担问题,在区分实际控制人的产权性质的基础上,分别以管理费用率和资金占用指标来衡量管理层的代理成本和控股股东的代理成本,检验了非理性多元化经营对两类代理成本的影响。结果发现非理性多元化经营伴随着管理层和控股股东两方面的自利行为的加剧,表明我国的多元化经营沦为了公司内部人侵害中小投资者的渠道,中小投资者实际上成为了非理性多元化经营的最终成本承担者。同时发现地方国有控股公司的这种成本转嫁行为最为严重,私人控股企业次之,而中央国有控制公司对中小投资者相对较负责。最后进一步检验了非理性多元化经营对上市公司的盈余管理和信息披露质量的影响,表明自利动机下的非理性多元化经营加剧了盈余操纵和信息披露质量的降低。从而印证了我国上市公司的多元化经营更多地表现为管理层和控股股东的侵占工具,并通过掩饰公司真实业绩将价值减损成本转嫁给了中小投资者。
[Abstract]:The problem of investor protection has always been the core of corporate governance. In the environment of relatively concentrated equity in our country, the major shareholders who control the company can effectively protect their own interests by influencing the decision-making of the company. Therefore, the majority of small and medium investors are faced with the double threat of abuse by management and controlling shareholders, and the protection of their interests is more urgent. As the recipient of investment funds, listed companies should assume the responsibility of protecting the interests of small and medium-sized external investors and consider their interests in relevant decisions. When the enterprise develops to a certain stage to speed up its own growth and expansionary business activities, the most important means is to use its own resource advantages to engage in diversified management through M & A, reorganization and other means. So, how will this major business decision affect the interests of small and medium-sized investors? This paper attempts to examine the impact of diversification on the two types of agency costs through the data of Chinese listed companies from 2007 to 2009, and to examine the impact of irrational diversification on the interests of small and medium-sized investors. In order to standardize the diversification of listed companies and protect the interests of small and medium-sized investors, this paper puts forward some relevant suggestions. Diversification can be divided into rational and irrational. Irrational diversification does not stand in the perspective of the development of the company, and can not obtain diversified benefits such as economy of scale and scope, reduction of risk, advantage of transaction cost, etc. The agency cost and the huge cost caused by the invalidation of the internal capital market may affect the value of the enterprise and then damage the interests of the shareholders. In this paper, we first measure the company value by the ROE,EPS, market price ratio and Tobin Q value, and test the influence of diversification on the company value. The results prove the existence of diversification discount. It shows that the irrational elements in the diversification decision of listed companies in our country are mostly, resulting in the loss of corporate value. Then it explains the cost bearing problem of irrational diversification discount based on two kinds of agency problems, on the basis of distinguishing the property right nature of actual controller. The agency cost of management and the agency cost of controlling shareholder are measured by the ratio of management cost and the capital occupation index, and the influence of irrational diversification on the two kinds of agency cost is tested. The results show that the irrational diversification is accompanied by the intensification of the self-interest behavior of both management and controlling shareholders, which indicates that the diversification of our country has become the channel for corporate insiders to infringe on small and medium-sized investors. Small and medium investors have actually become the ultimate cost bearing of irrational diversification. At the same time, it is found that the cost transfer behavior of local state-owned holding companies is the most serious, followed by private holding enterprises, while the central state-owned control companies are relatively responsible for small and medium-sized investors. Finally, the influence of irrational diversification on earnings management and information disclosure quality of listed companies is further examined, which indicates that irrational diversification under self-interest motivates the deterioration of earnings manipulation and information disclosure quality. Thus, the diversification of listed companies in our country is more manifested as the usurpation tools of management and controlling shareholders, and the cost of value reduction is passed on to the small and medium-sized investors by disguising the real performance of the company.
【学位授予单位】：浙江财经学院
【学位级别】：硕士
【学位授予年份】：2012
【分类号】：F275;F832.51;F224
[Abstract]:The problem of investor protection has always been the core of corporate governance. In the environment of relatively concentrated equity in our country, the major shareholders who control the company can effectively protect their own interests by influencing the decision-making of the company. Therefore, the majority of small and medium investors are faced with the double threat of abuse by management and controlling shareholders, and the protection of their interests is more urgent. As the recipient of investment funds, listed companies should assume the responsibility of protecting the interests of small and medium-sized external investors and consider their interests in relevant decisions. When the enterprise develops to a certain stage to speed up its own growth and expansionary business activities, the most important means is to use its own resource advantages to engage in diversified management through M & A, reorganization and other means. So, how will this major business decision affect the interests of small and medium-sized investors? This paper attempts to examine the impact of diversification on the two types of agency costs through the data of Chinese listed companies from 2007 to 2009, and to examine the impact of irrational diversification on the interests of small and medium-sized investors. In order to standardize the diversification of listed companies and protect the interests of small and medium-sized investors, this paper puts forward some relevant suggestions. Diversification can be divided into rational and irrational. Irrational diversification does not stand in the perspective of the development of the company, and can not obtain diversified benefits such as economy of scale and scope, reduction of risk, advantage of transaction cost, etc. The agency cost and the huge cost caused by the invalidation of the internal capital market may affect the value of the enterprise and then damage the interests of the shareholders. In this paper, we first measure the company value by the ROE,EPS, market price ratio and Tobin Q value, and test the influence of diversification on the company value. The results prove the existence of diversification discount. It shows that the irrational elements in the diversification decision of listed companies in our country are mostly, resulting in the loss of corporate value. Then it explains the cost bearing problem of irrational diversification discount based on two kinds of agency problems, on the basis of distinguishing the property right nature of actual controller. The agency cost of management and the agency cost of controlling shareholder are measured by the ratio of management cost and the capital occupation index, and the influence of irrational diversification on the two kinds of agency cost is tested. The results show that the irrational diversification is accompanied by the intensification of the self-interest behavior of both management and controlling shareholders, which indicates that the diversification of our country has become the channel for corporate insiders to infringe on small and medium-sized investors. Small and medium investors have actually become the ultimate cost bearing of irrational diversification. At the same time, it is found that the cost transfer behavior of local state-owned holding companies is the most serious, followed by private holding enterprises, while the central state-owned control companies are relatively responsible for small and medium-sized investors. Finally, the influence of irrational diversification on earnings management and information disclosure quality of listed companies is further examined, which indicates that irrational diversification under self-interest motivates the deterioration of earnings manipulation and information disclosure quality. Thus, the diversification of listed companies in our country is more manifested as the usurpation tools of management and controlling shareholders, and the cost of value reduction is passed on to the small and medium-sized investors by disguising the real performance of the company.
【学位授予单位】：浙江财经学院
【学位级别】：硕士
【学位授予年份】：2012
【分类号】：F275;F832.51;F224
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