A Case Study Of The Failure Of Chinese Enterprises' Overseas Borrowing Listings

China's capital market has played a major role in providing development funds,adjusting industrial structure and enhancing market competitiveness for many enterprises.However,in order to regulate the securities market,the government has established strict listing standards.If an enterprise chooses to list IPOs,it must not only meet the standards in terms of scale and profitability,but also undergo cumbersome and opaque layers of approval.This has led many SMEs with financing needs but not meeting the listing criteria to be excluded from the securities market.Due to its low threshold and short time to market,overseas backdoor listings are favored by private enterprises in China.In recent years,there have been many successful cases in which domestic companies have listed on the outside world,such as China Mining and Gome.However,there are also cases in which domestic companies have been trapped in overseas backdoor listings,such as Yangling Bodison and Shaanxi Xilan Natural Gas.In fact,in the practice of overseas backdoor listing,the choice of shell companies and intermediaries,the signing of relevant agreements,the valuation of the backdoors,and the distribution of shares in the backdoor scheme are all important links in the backdoor process,and are worth studying and Explore the issue.Therefore,this article takes Suzhou Dafang and Zhengzhou Dafang as a case of a failed backdoor listing in Hong Kong.By analyzing the backdoor process of the two companies,this paper studies the root causes of the failure of the backdoor from multiple perspectives,and draws relevant conclusions and inspirations on this basis.It provides reference for enterprises that are going to be listed on the backdoor.This paper is divided into five parts,using the combination of theoretical research and case analysis to discuss the failure of Suzhou Dafang and Zhengzhou Dafang in Hong Kong.The first part is the introduction.This part mainly introduces the research ideas,research significance and research methods of this paper,and reviews and summarizes the research status of domestic and foreign scholars on the overseas backdoor listing of domestic enterprises.The second part is an overview of the relevant theories of domestic enterprises' overseas backdoor listing.This part first introduces the concept,characteristics and possible risks of overseas backdoor listing.Then it analyzes the advantages and disadvantages of overseas backdoor listing,and expounds the general process of corporate Hong Kong backdoor listing.Finally,it outlines the theory of overseas listing of enterprises.The market segmentation hypothesis,investor cognition hypothesis and binding hypothesis are introduced.It laid a theoretical foundation for the case analysis of the failure of Suzhou Dafang and Zhengzhou Dafang Hong Kong backdoor listing.The third part is a case study of Suzhou Dafang and Zhengzhou's generous overseas backdoor.This part introduces the basic situation of the Borrower Suzhou Dafang and Zhengzhou Dafang,Shell Company Baoxing Development and the motivation of Suzhou Dafang and Zhengzhou Dafang to go abroad for listing,and describes in detail the process of Suzhou Dafang and Zhengzhou Dafang listing.The fourth part is a case study of Suzhou Dafang and Zhengzhou Dafang's backdoor listing in Hong Kong.Based on the third part,this part analyzes Suzhou Dafang and Zhengzhou from the perspectives of the borrower,the intermediary and the partner,and the overseas listing environment of Chinese enterprises.The root cause of the failure of the foreign backdoor.From the perspective of the borrower,the founders are not familiar with the Hong Kong listing regulations and are too dependent on the middle party,and the management system is not perfect.Intermediary institutions and partners operate irregularly in the process of listing and operation of enterprises,and have repeatedly damaged the interests of the borrowers.In addition,from the perspective of the listing environment,domestic policies and regulations are strict for overseas listing and approval,and domestic and foreign supervision mechanisms are not perfect.The fifth part is based on the results of case analysis to draw the conclusion that the overseas backdoor listing failed,and put forward corresponding suggestions for the general problems that may exist in the process of domestic private backdoor listing.