Case Study On Recombination Shell Protection Of Chang Jiang Shipping Group Phoenix Co

Nowadays,the reorganization of the concept "restructuring" and the shell resources are the unique phenomenon of capital market in our country,and also an incurable sicks of capital market in China.This leads to irrational allocation and invalidity of the capital market in our country,reflecting to epitomize "heavy speculation,light investment".With the constant improvement of top-level design in the reform of the state-owned enterprises as well as gradually pushing forward to reforming and quietly to speed up the reformation,state-owned enterprises being restructured becomes an essential way to solve the issues of the unreasonable layout of the state-owned capital structure,inefficient resources allocation and revitalizing the state-owned assets.This dissertation would focus on~*ST Phoenix as analysis object to study the process of restructuring to remain the shell resource.Hopefully,the result of the dissertation would give the enlightenment to someone.The dissertation combines theoretical analysis and case study.The the first part is theoretical analysis,introducing the conception of shell resources and the issuing system and delisting system of listed companies at the beginning,and then introducing the approaches of avoiding delisting through the base of the implication,methods and financial influence of the debt restructuring and asset restructuring.In the case study part,the dissertation describes the entire process from risk warning to avoiding delisting to the backdoor of~*ST Phoenix.Because of the blind expansion and rising debt leading to huge loss,~*ST Phoenix had to face to risk warning;for avoiding delisting,earnings management,debt transferring and debt restructuring etc.various approaches would apply at the same time.While,the~*ST Phoenix took asset replacement by the means of the shell resources in the backdoor listing.The series of activities of~*ST Phoenix is very typical in the capital market in China.It is also one of the classic cases about restructuring and avoiding delisting.It reaches the following conclusion about the case analysis of~*ST Phoenix:1)~*ST Phoenix used to be an excellent listed company,becoming a "shell company" because of blind expansion,debt-ridden and industry downturn,which led to huge losses and insolvency from 2011 to 2013,and facing and enormous pressure of delisting.Remaining the shell resource was invalid for applying the methods of earnings management,layoffs and salary cutting,and even selling assets etc.However,it was successful to remain the shell resource via debt-for-equity such debt restructuring method and via asset replacement,the shell resources without assets,staff or liabilities could be changed.This means the private enterprises are able to go to implementation of the backdoor of listings smoothly.From the means of remaining the shell resources,methods of earnings management,change accounting firms takes turns,but for~*ST Phoenix the most important core method is to restructure and to remain the shell.2)From the case of~*ST Phoenix of how to restructuring and remaining the shell,it is able to analyze the behaviors of stakeholders and financial consequences.Whether the creditors,the original controlling shareholders,the new actual controllers or the shell players of the small and medium-sized investors,all of them could realize the maximization of its own interests.Under the current regulations,the state-owned listed companies with soft budget constraint and the controlling shareholders usually intervention to remain shell,frequent restructuring.This reflects that the capital market system in our country is unreasonable,and listing or delisting system is a kind of deep contradiction.From this dissertation,it is concluded that if the registration system could be introduced,which means that the company could hand over the rights of stock options and pricing of the new shares into the market,maximizing the role of the market,improving the efficiency of resource allocation,and finally achieving the target of the balance of supply and demand in the market.