Study On The Internal Contradiction Composition Of Listed Companies

Since the 1990s, along with the establishment of Shanghai Stock Exchange and Shenzhen Stock Exchange, a nationwide stock exchange market system centered with these two stock exchanges has formed in Chinese stock capital market in the past 17 years. This market system has become an important part of socialistic market economy in China, which plays an increasingly important role on impelling the state-owned firms'reform, optimizing the resource allocation, and promoting the national economy development. Accompanying the continuous economy development, people realized that the efficiency of resource allocation lies much more on whether the market's fundamental function could be fully performed; and that the realization of macro-objectives such as economic increase and positive employment lies much more on whether the capital market could be seamlessly integrated with the real economy. As the foundation of both capital market and real economy, listed corporation is the certain carrier of various institutions and criterions. Without a group of normatively developed listed corporations, the protection of investors'rights and interests would lose the basic guarantee, and the long-term flourish of capital market would also be unreachable.Because of the institutional limitation of non-tradable shares existing in Chinese capital market since the very beginning, a lot of problems have occurred in Chinese listed corporations such as false list, report recomposition, fund occupation and pernicious guarantee, money enclosure and so on. These problems intensified the contradiction between the controlling shareholders and other minority shareholders, restricted the market's healthy development, brought the unprecedented credit crisis, and even engender the controversy whether the capital market in China should be rebuilt. According to this, in the environment of"emerging and transforming"capital market in China, it is a practical and urgent task to find out the root of Chinese listed corporations'problems and construct the listed corporation supervision mode suitable with our country's situation, which is also the main reason of the subject choice of this doctoral dissertation. From the theoretical exploration and practical analysis, this article begins with the analysis of inner contradiction composition in listed corporations and the interest conflict it induced; studies the governance and behavior under the condition of non-tradable shares, and the varying trend after the non-tradable shares reform in order to find out the root of listed corporations'problems in Chinese capital market, and explore the listed corporation supervision mode suitable with our country's situation in the"post-non-tradable shares period". The article contains seven sections as follows:Section 1: Introduction. This section introduces the research background, literature overview, research purpose, significance, methodology and the dissertation's framework and basic content.Section 2: A multidimensional analysis of listed corporations'interest conflict. This section, integrated with the theory of management, philosophy, economics, jurisprudence and financial regulation, makes a comprehensive explanation of the inner contradiction composition in listed corporations and the interest conflict it induced.Section 3: The interest conflict of Chinese listed corporations under the non-tradable shares. This section summarizes the origin of non-tradable shares; analyzes the particularity of interest conflict in Chinese listed corporation under the condition of non-tradable shares, and the resulting interest conflict between controlling shareholders and public shareholders in financing, operation, reform, distribution and so on. Based on this, this part indicates that under the condition of non-tradable shares, listed corporation only have a formal independent characteristic, however in essence, all fatal behavior represents the will and their interest maximization of controlling shareholders.Section 4: The intrinsic form of listed corporations'interest conflict– the twisted listed corporation governance institution. This section reviews relevant theories and literatures on listed corporation governance; explains the listed corporation governance mode of Chinese listed corporations under the non-tradable shares; and mainly analyzes the influence of non-tradable shares on the internal and external governance institution of Chinese listed corporations, and the influence of twisted listed corporation governance institution on information revealing.Section 5: The extrinsic form of listed corporations'interest conflict– the irrational behavior. This section makes a comprehensive analysis on various irrational behaviors with Chinese characteristic caused by the severe interest conflict in listed corporations under the condition of non-tradable shares, such as: money enclosure– the excessive preference for stock share financing, tunneling– majority shareholders and related parties directly occupy listed corporations'funds, destructive guarantee– providing substantive guarantee for majority shareholders and related parties and transform listed corporation's guarantee liability into real debt, and so on.Section 6: The influence of non-tradable shares reform on listed corporations'interest conflict. This section summarizes the whole process of non-tradable shares reform, deeply analyzes the influence of non-tradable shares reform on Chinese listed corporations'interest conflict, and discusses the varying trend of listed corporations'interest conflict in the post-non-tradable shares period.Section 7: The supervision of listed corporation's interest conflict in the post-non-tradable shares period. This section compares existing supervision modes all round the world, puts forward a comprehensive thinking and framework of listed corporation's supervision mode (including the supervision objects, ideas and principles) in the post-non-tradable shares period, based on which constructs listed corporation supervision system centered with integrative supervision.This article mainly makes a theoretical analysis, integrated with an empirical study on Chinese listed corporations. While trying to analyze and explain the practical problem with theory, this article also tries to testify and develop the theory with practice. Therefore, the integration of theory and practice is a main characteristic of this article.The innovations of this article are mainly represented as following:1. Integrated with the basic theories and perspectives of management, philosophy, economics, jurisprudence and financial regulation, this article makes a comprehensive and deep analysis on the emergence, composition and variance of listed corporation's internal contradiction, and the resulting interest conflict; points out the constitutive system of listed corporation's internal contradiction; puts forward the perspective that both the interest conflict and the demands of listed corporation supervision are induced by the internal contradiction in listed corporation itself.2. By analyzing the particularity of interest conflict in Chinese listed corporation under the non-tradable shares, this article studies the evolution trend of Chinese listed corporations'interest conflict after the non-tradable shares reform; puts forward the route, principles and objectives for constructing the supervision system of Chinese listed corporations in the post-non-tradable shares period; and based on this constructs the listed corporation supervision system centered with integrative supervision.3. By analyzing the influence of non-tradable allocation on the internal contradiction composition of Chinese listed corporations, this article explains the resulting twist of listed corporation's inner governance institution and the reflecting problems on information revealing system; puts forward the perspective of listed corporation's financing objective dissimilation under the non-tradable shares– the listed corporation's financing objective is dissimilated from the wealth maximization of all shareholders to the wealth maximization of the controlling shareholders, and deeply analyzes the resulting listed corporation's irrational with Chinese characteristic (excessive financing, fund occupation, and irregular guarantee).4. Making use of such researching methods as model analysis and statistical analysis, from the aspects of excessive financing, fund occupation, and irregular guarantee, this article discussed adequately the controlling shareholder's reasonless actions and their responding consequence on the background of non-tradable allocation. On a model analyse of controlling sharehoulder's financing action, the result is there existing two limits to protect controlling sharehoulder's interest in the action of financing, one is controlling right, the other is net assets per share. The direct result of financing on conditions of the two limits is the serious efficiency decline of the capital utilizing, althouth maybe it is favorable for the controlling sharehoulder to control a large scales of company assets. Giving the conclusion of excessive financing, making use of normative and empirical researching methods, this article discussed successively how and why the controlling sharehoulder infracted the listed company's fortune through fund occupation and irregular guarantee, then tested the damage which the listed company's earning level suffered from the nonoperating fund occupation actions that the controlling sharehoulder put on to the listed corperate.Since 2007, the capital market goes into a post-non-tradable shares period. The listed corporations'interest conflict will have a new form and new content, because lacking of practising experience, to the tendency of the listed corporations'interest conflict, this article only take a logic deduction and be lack of some empirical evidences, so it depends on a sucessive research to sovle . On the other hand, many new questions on the background of all-traded period will emerge and challenge the existing supervision system, all the countermeasures only can be explored on the course of subsequent supervising practice. Furthermore, because of deficiency of my knowledge and talent, some correlative questions in my article surely have much deficiency and need my successive study.