股权分置改革前后关联交易的实证研究
发布时间:2018-11-05 19:43
【摘要】:特殊的历史背景造成了转轨经济中的我国上市公司的股权结构呈现流通与非流通股割裂和“一股独大”的集中特征,控股股东偏好利用关联交易“掏空”上市公司资源进而获得控制权私有收益。众多恶性案例表明关联交易已经成为我国上市公司治理的一个严重问题。 股权分置改革打破股权流动性分裂的格局并进入全流通时代,消除了阻碍中国上市公司发展的根本性制度缺陷,使得资本市场的定价功能增强,有效改善了制度环境。有鉴于此,本文基于中国股权分置改革这一制度变迁视角,在全面分析2000~2011年我国全部A股上市公司关联交易总体状况的基础上,通过对比样本和回归分析方法,,从多维度考察了关联交易及其影响因素的实际变化。研究发现这12年间上市公司的关联交易频率和规模逐年上升;关联交易频率分布具有典型行业特征,主要集中在制造业、信息技术业、批发和零售贸易业及房地产业;发生最频繁的关联交易类型分别是商品交易类、抵押和担保类以及提供或接受劳务类。回归检验结果表明,股改前后关联交易密度(平均单次交易规模)均与第一大股东持股比例正相关,与控股股东之间的股权制衡度、流通股比例和管理层持股比例负相关。股改前关联交易密度与董事监事高管年薪正相关,股改后变为负相关。而独立董事对关联交易的影响作用尚不显著。最后根据关联交易现状和研究结论从法规建设、信息披露、公司治理和股权制衡等多角度给出了规范上市公司关联交易的对策建议。
[Abstract]:The special historical background causes the ownership structure of the listed companies in the transitional economy to present the characteristics of the split of circulation and non-tradable shares and the "one big one". Controlling shareholders prefer to use affiliated transactions to "empty" the resources of listed companies to obtain private income of control rights. Many malignant cases show that affiliated transactions have become a serious problem in the governance of listed companies in China. The reform of split share structure breaks the split pattern of equity liquidity and enters the era of full circulation, eliminates the fundamental institutional defects that hinder the development of listed companies in China, enhances the pricing function of the capital market, and effectively improves the institutional environment. In view of this, this paper based on the perspective of institutional change of China's split share structure reform, on the basis of a comprehensive analysis of the overall situation of all A-share listed companies in China from 2000 to 2011, through comparative samples and regression analysis. This paper examines the actual changes of related party transactions and their influencing factors from multiple dimensions. It is found that the frequency and scale of related party transactions of listed companies increase year by year during the past 12 years, and the frequency distribution of related party transactions has typical industry characteristics, mainly concentrated in manufacturing industry, information technology industry, wholesale and retail trade and real estate industry. The most frequent types of related party transactions are commodity transaction, mortgage and guarantee, and providing or receiving services. The results of regression test show that the relative transaction density (average single transaction scale) before and after the stock reform is positively correlated with the proportion of the largest shareholder, and negatively with the degree of equity balance among controlling shareholders, the proportion of tradable shares and the proportion of managerial shareholding. The relative transaction density before the stock reform is positively correlated with the annual salary of directors and supervisors, but it becomes negative after the stock reform. The influence of independent director on related party transaction is not significant. Finally, according to the current situation of related party transactions and the conclusion of the research, this paper gives the countermeasures and suggestions of regulating the related party transactions of listed companies from the aspects of law construction, information disclosure, corporate governance and equity balance and so on.
【学位授予单位】:上海交通大学
【学位级别】:硕士
【学位授予年份】:2013
【分类号】:F832.51
本文编号:2313182
[Abstract]:The special historical background causes the ownership structure of the listed companies in the transitional economy to present the characteristics of the split of circulation and non-tradable shares and the "one big one". Controlling shareholders prefer to use affiliated transactions to "empty" the resources of listed companies to obtain private income of control rights. Many malignant cases show that affiliated transactions have become a serious problem in the governance of listed companies in China. The reform of split share structure breaks the split pattern of equity liquidity and enters the era of full circulation, eliminates the fundamental institutional defects that hinder the development of listed companies in China, enhances the pricing function of the capital market, and effectively improves the institutional environment. In view of this, this paper based on the perspective of institutional change of China's split share structure reform, on the basis of a comprehensive analysis of the overall situation of all A-share listed companies in China from 2000 to 2011, through comparative samples and regression analysis. This paper examines the actual changes of related party transactions and their influencing factors from multiple dimensions. It is found that the frequency and scale of related party transactions of listed companies increase year by year during the past 12 years, and the frequency distribution of related party transactions has typical industry characteristics, mainly concentrated in manufacturing industry, information technology industry, wholesale and retail trade and real estate industry. The most frequent types of related party transactions are commodity transaction, mortgage and guarantee, and providing or receiving services. The results of regression test show that the relative transaction density (average single transaction scale) before and after the stock reform is positively correlated with the proportion of the largest shareholder, and negatively with the degree of equity balance among controlling shareholders, the proportion of tradable shares and the proportion of managerial shareholding. The relative transaction density before the stock reform is positively correlated with the annual salary of directors and supervisors, but it becomes negative after the stock reform. The influence of independent director on related party transaction is not significant. Finally, according to the current situation of related party transactions and the conclusion of the research, this paper gives the countermeasures and suggestions of regulating the related party transactions of listed companies from the aspects of law construction, information disclosure, corporate governance and equity balance and so on.
【学位授予单位】:上海交通大学
【学位级别】:硕士
【学位授予年份】:2013
【分类号】:F832.51
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本文编号:2313182
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