| With the vigorous development of market economy and the openness of the continuous improvement,China's capital market has entered the rapid development stage,contest and change of control rights of listed companies have become a common phenomenon in the securities market.In recent years,many battles for control in China's securities market have attracted widespread attention from all walks of life,such as the battle for Vanke's equity,the battle for Kondarl's equity,the battle for Wuhan Department Store Group's equity and the battle for Greentown China's equity.The complex battle for control has become the focus of people from all walks of life.However,the public and investors know little about the causes of the battle for control,the specific manifestations of the battle for control and its impact.There are relatively few case studies on the whole process of the battle for control in academic circles.Therefore,it is necessary to select the typical cases of the controversy over control in the securities market of our country in recent years,and to analyze the reasons behind it and its impact.Through a thorough interpretation of the whole process of the controversy over ST Xinmei's control rights,this paper explores the deep-seated reasons for its occurrence,and analyses the financial and non-financial impacts of the controversy over control rights on listed companies to providing useful references for controlling shareholders of listed companies in China to protect their control rights and cope with the controversy over control rights,and to safeguard their legitimate rights and interests and participate in capital market rationally provides experience for reference.Firstly,this paper introduces the background and significance of the case,reviews and summarizes the relevant theoretical results of control rights,and introduces the principal-agent theory,stakeholder theory and control market theory related to this case.In the following case introduction,this paper first introduces the basic information of the participants in the ST Xinmei's control rights contest,then combs the whole process of the contest according to the time sequence,and on this basis elaborates the specific manifestations and reasons of the ST Xinmei's control rights contest.Secondly,this paper analyses the impact of the contest for control on the company from three aspects: corporate governance,company operation and related market.In the aspect of corporate governance,there are three main aspects: firstly,the controversy of control rights leads to inefficiency of corporate governance,and the functions of board of directors and shareholders' meeting are limited;secondly,in the process of controling rights,both sides have repeatedly disclosed the actual operation and management of the company,which improves the transparency of the company's operation;thirdly,the replacement of control rights involves multiple interests,small and medium shareholders and others.Stakeholders are more actively involved in corporate decision-making,which improves the enthusiasm of stakeholders to participate in corporate governance.In terms of company operation,this paper compares and analyses the financial indicators of ST Xinmei from 2013 to 2017,and finds that most of the financial indicators of ST Xinmei have changed abnormally in the process of control right contention.The contention for control right has seriously adversely affected the company's solvency,operation ability,growth ability,cash flow and industry status,resulting in three consecutive years of loss.In the relevant market,this paper analyses the trend chart of ST Xinmei's stock price and the related transaction data,and finds that during the contest for control rights,the company's stock price fluctuated sharply and the volume of transactions increased abnormally,and its fluctuation basically coincided with the key time points in the contest for control rights.In addition,due to the outbreak of the controversy over control rights,the board of directors of the company has repeatedly declared the suspension of the stock market,and eventually the company's stock is suspended by the stock exchange.The long suspension and suspension of the stock market have caused serious adverse effects on small and medium-sized investors,and the sustained contest for control rights makes the company face many uncertain factors in future development,which greatly affects the confidence of investors.Finally,this paper summarizes some conclusions from the case of ST Xinmei's control rights contest.Firstly,the short-sighted and opportunistic behavior of controlling shareholders is the fuse of the contest for control rights.Secondly,the imperfection of corporate governance mechanism is the potential factor that leads to the contest for control rights.Thirdly,the lack of sustained profitability is the driving factor of the contest for control rights.Fourthly,intergenerational inheritance is a realistic problem faced by private enterprises.Fifthly,the abnormal behavior of capital market is the booster of the contest for control rights.Sixth,small shareholders are an important force to improve corporate governance. |
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