Research On Supervision Of Listed Companies In China (Analysis On Theory And Experience)

After more than ten years'development, though still a short history, China's securities market has made outstanding accomplishments. As of Sept. 2007, there are 1517 listed companies with 723.5billion of total shares at a total market cap of RMB25.31trillion, and their corporate governance has improved greatly. Due to influences by factors such as systems and mechanisms, there still exist some salient problems affecting the normal development of listed companies: 1. some controlling stockholders directly interfere with the operations of listed companies, and appropriate their funds; 2. some senior management members of listed companies lack the sense of integrity, honesty and due diligence; 3. some, though very few, senior management members even assist the controlling stockholders in infringing on the interests of listed companies; 4. there exists ownership absence of some state-owned listed companies, and serious insider control problems; 5. unsound corporate governance structure, board of directors not independent enough, wide spread cross job position holding between controlling stockholders and the listed companies; and 6. relatively low dividend payout. It is very significant theoretically and practically that listed companies'quality is improved and investors'interests are protected by strengthening the supervision and regulation over the listed companies. International experiences show that in mature capital markets, theories on and practices in securities supervision and regulation are very rich and systematic, which also covers supervision over the listed companies, so there are no specific ones for listed companies. This text tries to explore the supervision over China's listed companies, constitute a theoretical structure for supervision over listed companies, and provide it with a systematic theoretical guidance to make the supervision more scientific, more effective and more efficient.Chapter I, Introduction, mainly focuses on the theme of this study, introduces the current status and characteristics of the researches on supervision over listed companies, and explains the reasoning, theories and methodologies adopted.Chapter II, Theoretical Fundamentals of Securities Supervision, mainly evaluates the basic theories in securities supervision, including theoretical bases and fundamental theories and methodologies in securities supervision.Chapter III, Outline of Listed Companies Supervision, combs through and reviews enterprises theories, and investigates the evolution of enterprises systems and mechanisms, especially the creation, development and reform of China's state-owned enterprises, by using the analytical tools of enterprises theories, and further analyses the deeper reasons for and roles of establishing modern enterprises systems. On the basis of theoretical and historical analyses, combs the characteristics, positions and roles of listed companies. Listed companies embody a set of logical and complete systems and contract relationships, and as public companies concerning social investors'interests, show strong externalities. Most of China's listed companies are derived from ownership-restructuring of state-owned enterprises, and are deeply branded with characteristics of planning economy, the systems, institutions and mechanisms therein are far from perfect, thus it's necessary to put effective public supervision in place. In addition, this chapter exposits the meaning and characteristics of listed companies supervision, puts forward the goals, principles, tasks and means for listed companies supervision, analyses the relationship between supervision and listed companies'self-regulation, clarifies the boundary for listed companies supervision.Chapter IV, Supervision over New Issues by Listed Companies, analyses the systematic evolution and efficiency of share issuing mechanisms, the main modes of assets restructuring before IPO, the evolution of pricing mechanisms for new issues, and puts forward ideas and proposals for improving issuing supervision.Chapter V, Supervision over Information Disclosure by Listed Companies, exposits the theoretical basis and fundamental meaning of supervision over information disclosure, analyses China's supervision efficiency regarding information disclosure, puts forward proposals for improving disclosure.Chapter VI, Supervision over the Corporate Governance of Listed Companies, analyses the meaning and internal & external mechanisms of the corporate governance for listed companies, compares the two main modes in the world, analyses the trends of corporate governance and the governance efficiency of China's listed companies, focusing on the internal governance mechanisms of China's listed companies, or specifically the efficiency of independent directors, and transactions with related parties.Chapter VII, reflects on the supervision over governance of China's listed companies, and furthermore analyses the major problems regarding China's listed companies'supervision. Based on the above analysis and retrospect, a conclusion of this research is reached and policy proposals put forward.