Benefits Of Control, Agency Conflicts And Internal Governance Comparative Study - On The Transition Of Internal Control And Governance

Jensen and Meckling(1976)combined the various factors of the agency theory, property rights theory and financial theory to a kind of corporate ownership structure theory and intrigued the upsurge of the corporate governance study. Agency conflict is essentially the tradeoff between the manager incentive and investor protect in a dispersed corporate structure. With the increase of the numbers of comparing specimen countries and study depth, the real world was found to be different from Berle and Means's description. LLSV (1999) made demonstration research on 27 developed market economy countries' ownership structure and found out the complete separation of proprietorship and control rights was simply a conception and apotheosis even in the largest corporate.Observing with a global view, the agency conflict intrigued by the insider control is not the traditional Anglo-Saxon corporate combat between the managers and dispersed investors but the conflict between the controlling blockholders and middle or small investors, so the focus is transferred from the conflict between the managers and dispersed investors to the tradeoff between the controlling blockholders and middle or small investors. How to understand the different agency conflicts and corresponding governance pattern is naturally this paper's study goal. This paper attempts to compare the different agency problems and the evolution and performance of different governance patterns in a logically accordant framework, and uses its conclusion to analyze the Chinese corporate insider control and governance problems in the transition period.The first chapter brings up a conceptual analysis framework, and indicates this paper's learning interests and the expected innovation direction.The second chapter analyzes the operating mechanism and governance effect of the large shareholders, directorate, control rights market and incentive remuneration, compares their arrange mechanism and combination effects under specific ownership structure, and proposes the governance structure comparative advantage theory.The third chapter constructs a partial equilibrium model of ownership structure and agency conflict to make clear that the different agency conflicts and governance patterns are behaviors' rational selection based on cost-benefits comparison, hi this meaning, insider control belongs not to the normative category, but to the positive category.The forth chapter thoroughly investigates and analyzes the generation and evolution of Chinese insider control problems, and draws a conclusion that the insider control is the logical product of the giving out authority and giving away benefitsinnovation measure. I put forward three Chinese insider control evolution patterns through the study of state-controlled public corporation, MBOs and family-controlled public corporation.The fifth chapter makes a demonstration research on Chinese public companies' ownership structure and agency conflict, and finds out the concentrated stock structure is propitious to reduce agency costs, but there is no evidence indicating the competition character of family-controlled public companies' financial data. In the demonstration test of dividend agency cost hypothesis, Chinese corporate ownership structure is not positively related to the dividend level, which is apparently different from the mature countries.The sixth chapter points out on the comparison of the insider governance instruments that the current Chinese judicial environment and ownership structure determine the directorate and control rights market's limitation on the insider governance. In a predictable stage, it is necessary to maintain the concentrated ownership. There are limitations of the incentive contract's effect and execution, and different incentive measures must be applied to different kinds of enterprises.There are three potential innovations in this paper:First, I construct a conceptual analysis framework, which especially emphasize the stockholders' importance in the insider governance...