Research On Risk Management Of M&A Valuation Based On Protection Of Small And Medium-sized Investors' Interests

With the development of economic globalization and the improvement of capital market system,merger and acquisition has become an important way for enterprises to develop,adjust and expand.Among them,cultural media as an emerging industry with high valuation,high premium characteristics of mergers and acquisitions to become a hot target.However,the m&a results of the culture and media industry are not ideal.The legacy of high valuation and premium m&a is gradually emerging,and many cultural companies fail to fulfill their performance commitments.Performance commitment compensation is also difficult to make up for the huge amount of mergers and acquisitions paid by listed companies,resulting in a sharp decline in corporate profits and huge impairment of goodwill and other problems.However,in m&a transactions,small and medium-sized investors are unable to participate in the decision-making of m&a and can only passively accept the results of m&a.When sufficient and effective information is not obtained for judgment on the m&a with high valuation and high premium,the interests of small and medium-sized investors will be seriously affected and greater investment risks will be generated.In order to protect the interests of investors,the CSRC has required listed companies to strengthen information disclosure to explain the rationality and risks of high valuation in view of the risks of high valuation.However,the reality shows that listed companies and related intermediary agencies still have many deficiencies in the implementation process.In this regard,under the requirements of the regulatory layer,how to effectively disclose and manage the valuation risks of listed companies and mergers and acquisitions related intermediary institutions in order to protect small and medium-sized investors is an urgent problem to be solved.Based on the principal-agent theory,information asymmetry theory,uncertainty theory and information transmission theory,this paper takes the risk management of m&a valuation from the perspective of small and medium-sized investors as the core issue of the research through literature research method,descriptive analysis method and case study method.And put forward the following questions:what are the causes of the risk of cultural enterprise merger and acquisition valuation and its impact on small and medium-sized investors?Does the current valuation risk management method effectively protect the small and medium-sized investors in the implementation process?How to optimize and build a valuation risk management response path?In order to further study the valuation risk management of mergers and acquisitions under the protection of the interests of small and medium-sized investors from the perspective of micro subjects,this paper chooses the case of emperor's group's merger and acquisition of prosperous times and hot sun to conduct research,analysis and discussion on these issues.Firstly,the paper analyzes the impact of valuation risk on small and medium-sized investors from the perspective of the causes of m&a valuation risk.Secondly,on the basis of literature research and case analysis,combined with the characteristics of cultural enterprise m&a,this paper discusses the current m&a valuation risk management deficiencies;Finally,a set of relatively perfect valuation risk response mechanism is proposed,in the hope that regulators can continue to strengthen the supervision of cultural enterprise merger and acquisition valuation,so that listed companies and intermediaries can fully disclose the rationality and risk of valuation,and protect the interests of small and medium-sized investors.Research conclusion of this article show that,due to the financial information is not true,valuation methods have limitations and factors such as asymmetric information will lead to mergers and acquisitions valuation risk,and because of small and medium investors in the information and participate in the weak position of the operation and management,for the acquisition of the risk of not enough information to determine the time and ability,can only accept the results brought about by mergers and acquisitions,not real involved,often hurt their interests.In order to protect the interests of small and medium-sized investors,the CSRC requires listed companies and intermediary institutions to take correspond:ing risk management measures,but the effect is not good.The regulators should optimize and improve the management response path of m&a valuation risk in the three stages of m&a preparation,m&a transaction and m&a integration,so as to protect the interests of small and medium-sized investors.