The Backdoor Case Research Of Listed Companies

In recent years,backdoor listing has become a convenient shortcut for non-Iisted companies that have urgent financing needs but fail to meet the listing requirements due to the increase of IPO time,capital cost and complicated process.Similarly,for listed companies on the edge of delisting,backdoor listing is a common way to optimize resource allocation and improve business conditions.With the rapid development of China's capital market,insider trading,financial fraud,stock manipulation and other behaviors that harm the healthy operation of the market gradually appear in the backdoor trading process.In order to protect the interests of minority shareholders and realize the function of backdoor listing to optimize the allocation of market resources and expand financing channels,China's securities regulators have issued a series of regulatory measures for backdoor listing.In 2011,the regulatory authorities defined backdoor listing for the first time and "converged" its regulatory standards with IPO in the following year.In 2013,regulators clearly stipulated that the backdoor listing audit standard was upgraded to IPO "equivalent",indicating the determination to strictly supervise backdoor listing.The revised measures on the management of major asset restructuring of listed companies in September 2016 is known as the "most severe new regulation in history",aiming to maintain the quality of capital market restructuring transactions and promote the development of the real economy.Because regulators tighter regulation of shell,shell makes much demand of non-listed companies cannot satisfy the condition of shell,therefore,appear on the capital market to avoid shell regulation for the purpose of such a shell[”shell Mis the non-listed companies to circumvent the gem shall not be listed on the" shell "regulation,then injected directly into the listed company assets amounted to less than the measures for the administration of material assets reorganization of listed companies stipulated in the standard of" shell ",but through m&a deal structure design way of control of listed companies,so as to realize the purpose of the backdoor listing on the gem market.Source:the China securities regulatory commission:Question and answer--what is the "backdoor" reorganization and countermeasure" clause,published on June 13,2016]Listing means.This article through to our country present backdoor appears on the market the supervisory system carries on the reorganization appraisal,attempts to analyze our country present supervisory system existence question.And combined with related literature,summarizes the existing class shell pattern on the market at present in China mainly from the control Angle,size,and the introduction of the third party three circumvent the backdoor standards,the enterprise does not change by way of capital operation to keep control,control size under super gauge standard and increase the third party in the deal.)based on the above a few kinds of shell model,the paper analyses the characteristics and operating way,this article with Connie electromechanical Long Xin restructuring of science and technology as a case,analyzes its to avoid shell standard,take the class shell mode,and the operation of the capital operation technique,and through the event study and restructuring after the profit ability,debt paying ability,operation ability,growth ability of four types of index calculation,from two aspects of external and internal,analysis the reorganization activities on the impact of capital market and listed companies.Finally,based on relevant theories at home and abroad,combined with the existing enterprise backdoor model and effect of research,this case puts forward targeted Suggestions.At the same time,there are some problems in the current supervision system of backdoor listing in China,and some revelatory Suggestions are put forward to improve the supervision system of backdoor listing in China.