The Study Of Control Contest From The Perspective Of Corporate Governance

Corporate governance is at the heart content of the modern company system.In recent years,the battle for control of listed companies has occurred frequently,and the ownership of control has gradually become one of the research focuses on corporate governance.The struggle for control exposes numerous problems of corporate governance,and even the well-run and well-placed word-of-mouth enterprises will be in a passive position in the competition,which will affect the operation and reputation of the company.Based on the real estate industry is one of the most famous 2016 thousands "treasure" as the research object,in this case a combination of corporate governance,state-owned enterprises reform and the shareholding structure optimization,etc.A couple of the key sticking point to the current economic transformation.This paper is built on corporate governance perspective to optimize the governance scheme.The core essence can be divided into three sections.First,describe and review the causes of the competition,the three stages of the competition process and the anti-monopoly measures of bank management.Secondly,the case analysis part: Explore the principal-agent problem,internal control problem and shareholding structure problem of banking group in the "Battle of Treasure".Vanke's ownership and management rights are separated;Frequent information asymmetry and failure of management communication in control competition;Lack of anti-takeover defense measures in the articles of association;The disadvantages of low shareholding ratio of senior management;As well as the supervision mechanism failure under the influence of ownership decentralization.Finally,sums up the control for the cause behind the thinking,respectively from the aspects of the company's articles of association,equity and control level,the internal supervision level,external legal regulation level,shareholder relationship maintenance and strategic alliance level optimization upon the existing common problems of the listed company corporate governance scheme and enlightenment.Based on the perspective of corporate governance,this paper finds that the typical "hostile M&a" is rooted in the loopholes of bank's governance.This paper argues that the listed company needs to attach great importance to the protection of corporate governance problems and control problems,optimizing equity structure,the flexible use of anti-takeover measures,improve the company's articles of association,shareholders to supervise effectively,effectively protect the interests of the company and stability.We will further promote the reform of our enterprises and the standardization and marketization of capital markets.