Research On Performance Commitment Of A Company

According to the statistics of Wind database,in the process of asset restructuring of China's A-share listed companies in 2014-2018,a total of 3,829 performance commitment compensation agreements were signed.The number of performance commitment agreements was only 315 in 2014 and 1071 in 2018,with an annual growth rate of over 35%.In particular,during the year of 2014 and 2015,the number of commitments has exceeded 60%.The rapid growth in the number of performance commitment agreements in the past two years will be concentrated in 2017.At this time,listed companies with performance commitments in mergers and acquisitions frequently burst out.Various issues have become the focus of many investors,such as the high valuation and high performance commitment phenomenon.When the performance is lost,the major shareholders conduct earnings management,and even the merger and acquisition parties conspire to modify the performance commitment agreement to avoid or reduce the performance compensation obligation.Whether the role of asset restructuring can really protect the interests of listed companies and small and medium investors is still to be studied.In response to this phenomenon,in2016,the China Securities Regulatory Commission requested to strengthen the disclosure of performance commitments and the implementation of information disclosure,the parties to the restructuring should fulfill their commitments in strict accordance with the performance commitment agreement,prohibiting arbitrary changes in performance commitments.This paper is a study of performance commitments through a series of internal and external reactions triggered by the problems and problems exposed by the performance commitments of Company A and Company B.This article first summarizes the company's performance commitment agreement and implementation.Secondly,it analyzes the performance commitment cases and elaborates on the problems in the performance and performance stage of the performance commitment.The reasons for the in-depth analysis are mainly the change of performancecommitment to reduce the compensation cost of the promised party,and the high performance commitment to promote the high valuation.The industrial adjustment policy is too optimistic and the current performance commitment mechanism lacks effectiveness.From seven aspects,such as careful valuation,reasonable setting of performance commitment target value,selection of performance compensation method based on asset quality,establishment of extended performance bond,change of compensation method for limited commitment,strengthening supervision and information disclosure by the CSRC,and guaranteeing the performance ability of the promised party Make recommendations to both parties to the commitment and to the regulatory body.Finally,the following conclusions are drawn: From the perspective of stock price and excess progressive yield,the commitment of both parties to modify the performance compensation agreement has not promoted the development of the listed company;even if the performance commitment is not up to standard,even if performance compensation is made,the investor It is not recognized that it can protect the interests of small and medium shareholders.Secondly,cash compensation and share compensation can protect the interests of small and medium shareholders to a certain extent.However,from the case selection of this article,by comparing the two compensation effects before and after the change of performance commitment,the shares The compensation cost under the compensation mode is higher,and it is more effective to restrain the behavior of large shareholders in the asset reorganization to overestimate the underlying assets to damage the interests of small and medium-sized investments.