The Competition For Control Of Listed Companies And Its Implications For Corporate Governance

With the rapid development of China's economy and the transformation of the industry,the completion of the reform of the capital market share structure,the listed companies began to carry out mergers and acquisitions,the transfer of control is endless,And in the process of transfer of control,a variety of control contention issues gradually highlighted,more well-known enterprises such as Sina,Gome and Shanghai Jahwa and other enterprises take turns control over the contention,the current academic concern for the most contention Incident occurred at the end of2015,the Department of Fortune Vanke management to launch control of the competition,the latter for the domestic real estate leading enterprises,when the treasure group to start a strong control of Vanke after the offensive,the success of Vanke's Vanke has been Vanke Management of the strong opposition,the two sides in the event of the dispute in the word,while the incident of the Central China Vanke major shareholder of China's attitude changes and Ampang insurance,Hengda intervention,making the event intensified,causing people to control the contention and The relationship between corporate governance and the possible impact And discuss.Based on the above background,this paper takes the case study method,on the basis of reviewing the relevant literature research,with the recent control of the biggest control case-Bao Neng Group's control of Vanke's control as the object of study,first review Vanke control contention event Detailed process,and then through the acquisition of Vanke to control the motives of Vanke,the process of competition and the description of the results of the analysis,to understand the control of Vanke to control the deep level of factors;second,through the control of the two process of competition The author analyzes the influence of Vanke,and puts forward some enlightening opinions,conclusions and policy suggestions on corporate governance in the case of Vanke's control of contention.In this paper,through in-depth case studies concluded that the first to find the ownership structure of the more dispersed enterprises in the case of undervalued values are more prone to hostile takeovers,should be reasonable to set the equity is not too scattered;Second,enterprises ignore small investors Interest,will lead to underestimation of corporate value and then the opportunity to be acquired by malicious,companies need to effectively take care of the interests of small investors,the normal maintenance of their own value;Third,the control of contention,the major shareholders without real control is difficult to do In the response,such a large shareholder can be appropriate to improve the concentration of ownership;Fourth,the control of competition arising from the emergence of corporate governance problems,so companies need to set up legitimate laws and regulations of the anti-malicious acquisition charter.On the basis of the in-depth research,this paper puts forward some suggestions on the policy,the first is to improve the acquisition and anti-takeover regulations;the second point on the use of leveraged funds to provide the provisions of the third set of staff interests maintenance agencies;Is the legislation to protect the founder of the control;therefore,this article through the listed company Vanke case analysis,other listed companies also need to pay attention to the gradual improvement of corporate governance structure and mechanism.Enterprises can be in the shareholders of checks and balances,anti-hostile takeover,the interests of small and medium-sized investors to protect and protect the control and other aspects of corporate governance,such as through the concentration of shares to achieve shareholder checks and balances goals,carefully selected investors to prevent hostile takeover,to improve good control Competition and corporate governance,the government should also strengthen the guidance of supervision,to promote legislation from the legal level to protect control for a new round of market-oriented change to create a better market environment.