| The state-owned enterprises and non state-owned enterprises in the governance of the differences has been the scholars’ extensive research object.Be aware of the differences in the governance of the two enterprises types can provide relevant recommendations for the improvement of corporate governance,may also provide regulatory recommendations to promote the reform and development of domestic listing Corporation.In May 6,2006,the state explicitly pointed out that the listing Corporation can issue securities to a specific in the "management measures for the issuance of securities of listing Corporation".In recent years,with the increasing number of private placement companies,which accounted for more than a year by year increase in asset injection oriented placement has aroused many scholars’research interest.Scholars found that there is a widespread phenomenon of earnings management in the process of private placement,and pointed out that large shareholders occupy the interests of minority shareholders through different ways including earnings management.In the whole process of Injection of assets as a specific object investment way,especially for the company’s capital major shareholder,exist the phenomenon that damaging the interests of medium and small shareholders,which is undoubtedly one of the impediments to the stable development of the domestic capital market.There are abundant researches on governance of institutional investors domestic and abroad,Some scholars believe that institutional investors have the advantage of information and capital,so as to form an effective power of equity balance,to improve the level of corporate governance,to alleviate the conflict triggered by the two types of agency problems,to suppress the company’s earnings management behavior;others who hold different views believe that institutional investors are affected by the dual principal-agent relationship and their own profit model,there may be investment myopia behavior,which greatly reduces the role of institutional investors to actively participate in corporate governance and corporate earnings management.So,for the possible existence of earnings management behavior of China’s listing Corporation before the issuance,institutional investors holding an inhibitory effect or not?The main purpose of this paper is to study whether there is a tendency for different holding companies to choose in the asset injection oriented private placement,whether there is a certain difference in the level of earnings management,as well as if institutional investors will inhibit and in what circumstances will affect the two types of enterprises earnings management level before addition in the definite direction.First,the significance of this thesis lies in the research on the difference of earnings management between state owned enterprises and non state owned enterprises in the process of asset injection oriented private placement,which can help to illustrate the relevant issues that should be paid attention to in the process of improving the capital market and put forward policy recommendations.Second,in order to put forward relevant suggestions to improve corporate governance,the paper takes the earnings management before the private placement as a bridge to research the governance effect of institutional investors,to see whether it inhibits the level of earnings management.The first part is about the purpose and significance of the topic,research ideas and content,as well as the contribution of this paper and the shortcomings of the study.The second part is literature review.Based on the high frequency of enterprises to choose private placement as a means of financing,firstly,this paper reviews the relevant research on private placement,especially asset injection oriented private placement.And then pay attention to the shareholders of different companies,namely,research contents and trends of different ownership structure and asset injection oriented placement.We can see from the research that at domestic and abroad,the theory of asset injection private placement has yet to be further strengthened.Last but not least,summary the research results of earnings management at domestic and abroad.The third part is theoretical analysis and research hypothesis.On the basis of theoretical analysis,put forward relevant hypothesis on the earnings management behavior and its influencing factors of different ownership structure of listing Corporation in the whole process of asset injection oriented issuance.The fourth part is empirical study.This part of the empirical test the choice of private placement of the different ownership structure of the listing Corporation and earnings management behavior in the whole process of asset injection oriented private placement.Besides,use the multiple regression method to test issues.The fifth part summarizes the full text.The main innovation lies in:Based on the background of asset injection oriented private placement,distinguishing the different orientation of the object,studied the differences between state-owned enterprises and non-state-owned enterprises in the selection of private placement objects,the difference in earnings management level before the private placement.Then it studies whether institutional investors play a positive corporate governance effect to restrain the earnings management level of the previous year.The main conclusion of this paper is that(1)When the listed company carries on the asset injection type private placement,There are obvious preference differences between state owned enterprises and non-state enterprises in what kind of object to be issued.State-owned enterprises are more inclined to choose a large shareholders and related parties involved in the private placement,rather than state-owned enterprises are more inclined to the only institutional investors and natural persons to participate in the subscription of additional objects(2)Compared to the state-owned holding listed companies,the shareholding ratio of the largest shareholder and the earnings management of the listed companies are positively related to the purchase of the assets of the investors.(3)If a listed company directed issuance of new shares to controlling shareholders and institutional investors,before the asset injection,the participation of institutional investors reduce the earnings management level of state-owned and state holding enterprises,which reflects the effect of effective governance(4)When the private placement only to institutional investors,whether it is state-owned enterprises or non state owned enterprises,If only to institutional investors or natural persons to carry out asset injection oriented private placement,Institutional investors and earnings management is negatively correlated in the year before the private placement.But it did not pass the significance test.Which means the effect of institutional investors on corporate governance is not significant. |