Study On The Controlling And Depriving System Of The Ultimate Shareholders Of Listed Companies

Asian financial crisis and the resulting wave of corporate governance have made the corporate governance issueⅡ—ultimate shareholder control and deprivation appear, gradually becomes a new focus of empirical research. La Porta and other people have done research in the field of control right in depth and firstly introduce the ultimate shareholder control as an important research area. This has led the formation of analytical paradigm of equity control chain, which leads to new heights about the study on corporate governance. As it can be said, the research in the ultimate control and deprivation opens up a new study field and forms a new study paradigm, which is of great theoretical value as a result. In addition, the systematical research and further investigation have extremely important practical significance as to constant improvement of listed company's governance structure and enhancement of governance efficiency, thus it can effectively protect the interests of middle and small shareholders.The normative study history of ultimate shareholder control rights of listed company is less than a decade. So far, it has been still merely limited to the "analytical paradigm of equity control chain". From the practical experiences, analytical paradigm of equity control chain can strongly apply to and explain the listed companies whose equity is separate, therefore it has been widely recognized by scholars. However, this analytical paradigm has a serious deficiency that it could not conquer the confidentiality of ultimate shareholders, merely by using the equity control chain to trace the ultimate shareholder of listed company in those countries whose equity are relatively concentrated, especially for those with an oriental background, so it is hard to accurately reveal the real ultimate shareholder hidden behind the scenes and correspondingly measure the ultimate shareholder's actual control extent accurately. Based on this, this article creatively uses the social capital theory to construct "an analytic paradigm of social capital control chain ", namely starting from the social network ties of the ultimate shareholders and their control rights, and uses this analytic paradigm to find out the control and deprivation mechanism of ultimate shareholders of listed company. This is to say, the new analytic framework can help us find out the real ultimate shareholder, accurately measure and analyze their control right, and it can supply the gap of the analytic paradigm of equity control chain, So our study creates a new perspective for the research in ultimate control right in listed companies.This article consists of eight chapters: the first chapter simply introduces the topic background and significance, relative concepts, study contents and framework, research methods, innovations and so on; the second chapter is a literature review, looking back to the relative researches on the ultimate shareholder control and deprivation under equity control chain so as to reveal the limitation of this existing dominant study paradigm; The following three chapters are core parts of this paper, the third chapter, on the basis of clearly defining and illustrating the definition, contents and function of social capital, comes up with the conception of social capital control chain and tries to build a analytical paradigm of "social capital control chain"; the forth chapter comprehensively and systematically analyze the mechanism that the ultimate shareholders control the listed company from the re-interpreting the concept of ultimate control right, constructing the model of ultimate shareholder social capital control chain, controlling type and dynamic evolving of ultimate shareholder. The fifth chapter, from the new theoretical perspective of "double" control chain, systematically investigates in depth the depriving motivation, depriving path, depriving process and explicit and implicit deprivation, then reveals the general law of ultimate shareholder depriving behaviors, so it can deepen the awareness and understanding of ultimate shareholder's depriving issues. The sixth chapter, as assessed our listed companies, by questionnaire investigation to other main major shareholders, directors and managers of 60 listed companies and empirical analysis and test to 480 valid questionnaire data, verifies it is a widespread phenomenon for the ultimate shareholders of listed companies to use social capital control chain to obtain the ultimate control; The seventh chapter analyze the representative listed company case-Prairie Xingfa Co., LTD, to comprehensively reveal the ultimate shareholder how to use the double invisible control chain (equity control chain and social capital control chain) to control and deprive the listed company and reflect the general rule of mixed use of these two control chains, which provides strong evidence for the analytic framework of "social capital control chain". The last chapter is the conclusion, which on one hand sums up the main points of the paper and gives the accordingly appropriate policy recommendations, on the other hand points out the limitations and explores the direction for further research.This paper has come to the following conclusions through the systematically analysis and investigation in depth:(1)The logical starting of tracing the ultimate shareholder and its control right of listed company is the social network ties of major shareholders.(2)The acquisition of ultimate shareholder control right has been achieved by grabbing the residual control rights, decision-making control and operational control that general meeting of shareholders, board of directors and managers have.(3)The fundamental motivation of ultimate shareholders of listed company's deprivation behavior is the private benefits brought by control premium enlargement.(4)Validated by empirical analysis, it is a common phenomenon existing in ultimate shareholder of listed companies in China widespread using social capital control chain to gain and strengthen ultimate control.(5)Through case study, we discover the phenomenon that ultimate shareholders of listed companies in China usually control and deprive the listed company by using "double" invisible control chain, which have great harm.