| In the long run,many of the loss listed company have earnings management or financial fraud, its most fundamental motive is to meet the relevant securities regulatory requirements. For the current study of loss of earnings management of listed companies is mainly based on accrual earnings management perspective, however, under the huge "security shell" pressure, the use of accrual earnings management is difficult in the short term to improve its operating results and operating conditions. Account with a more complete regulatory measures of stock market and new accounting standards, ST company of accrual earnings management space shrinking, legal risks facing increasing. The management company will favor the use of lower risk, less likely to be found in real earnings management tools to losses,"Paul shell." According to the research discovery, asset restructuring activities are the primary means of losses in recent years, many listed companies losses due to restructuring of China’s market is not mature enough assets, accounting standards for asset restructuring provisions have not yet fully standardized, there are asset restructuring of listed companies use, harm the healthy development of the securities market phenomenon, so the research asset restructuring issues related to earnings management, including investors, regulators and market makers, including the accounting system stakeholders who have important theoretical and practical significance.In the above context, this paper studies earnings management literature at first and abroad to carry out research on ST Chang ling asset restructuring event earnings management behavior by the method of case studies and proposed governance earnings management research findings related to the proposed combination. The thesis is divided into five chapters:The first chapter of the research background and significance, content and methods, research opinion and frame, and the innovation and the drawback of this article. The second chapter is a literature review, introduces the concept of earnings management constraints and the basic characteristics of earnings management. The third chapter mainly discusses the ST’s earnings management system backdrop, motivation and the main means. The fourth chapter analyzes the behavior of earnings management of ST Chang ling asset restructuring events by ST Chang ling background, earnings management motives, means analysis, the ST Chang ling the fact that earnings management, and summed up ST Chang ling earnings management strategy using two " uncap " process. Chapter V presents a comprehensive accounting standards, improve the corporate governance structure, improve the regulatory capital rules and establish a reasonable proposals governance ST delisting mechanism earnings management behavior.The main contribution of this paper has the following three points:1.Based on the perspective of the assets restructuring management. Research achievements related to earnings management to classify, organize, summarize, and combine ST status quo earnings management, focusing on the analysis of specific assets restructuring method earnings management.2.through the studies, how is the loss of earnings management of listed companies from the practice, and also verify the previously summarized means.3.As far as the widespread use of earnings management of listed companies, and made some suggestions constrained earnings management behavior.However, due to the lack of my knowledge, this paper still has many inadequacies. Although The paper use the application of the norms and empirical research, but this article is still within the scope of the standard research, earnings management tool summarizes of China’s loss listed companies needs further improvement; text proposals to effective constraint on earnings management only made a vision, did not make a specific operation in detail. |