Research On The Management Of Gree's Defense Acquisition Measures And Its Impact

The principal-agent problem between shareholders and management has always been a hot topic in theory and practice.In recent years,China's capital market is gradually becoming mature,the era of equity decentralization is quietly coming,the risk capital in the secondary market to set off a bid boom,frequently staged shareholders and management of the right to control the drama.Baoneng has attracted much attention and heated discussion in recent years due to its numerous listed companies,including Vanke A,south glass A and oct A."Bao Wan dispute" has not stopped,Baoneng department began to buy Gree electric appliances shares.Dong mingzhu,chairman of Gree Electric Appliances Inc,led Gree in the fight for control of the positive defense.This article to stand in the Angle of the small and medium-sized shareholders' interests protection,aims to objectively explore anti-takeover measures in the redeeming feature of the enterprise,can to treasure case study of hostile takeover Gree,from the characteristics of the object being acquired,defensive measures,management motivation and defenses after this a few more specific analysis of the impact of the defense process of Gree,and further analyzes the Gree in against a hostile takeover.Case analysis shows that:(1)Gree has the characteristics of good profitability,sufficient cash flow,relatively dispersed equity structure and long-term undervalued company value,etc.,which are easy to attract hostile acquirers who make arbitrage with high leverage.(2)Gree has taken such defensive measures as frequent overweight of major shareholders and executives,planning and issuing shares to purchase assets,employee stock ownership plan,employee salary increase plan,personal investment and turn to government.(3)the motivation of taking defensive measures includes: protecting managerial positions,consideration of the company's business performance and long-term strategy implementation.(4)the stock price of the company decreases significantly during the defense period,and the minority shareholders do not support the defense actions taken by the listed company;The defense measures can enhance the power of control from the dimension of social capital or equity capital.During the period when the defensive measures were taken,Gree's operating capacity was in a low period,and the defensive war weakened the company's operating results.(5)the defense process exposes some defects in the internal mechanism,such as the board of directors,shareholders,management and internal articles of association.Finally,this paper puts forward relevant suggestions for the management of Gree Electric Appliances to defend against malicious takeovers in the future,mainly in the adjustment of ownership structure,the establishment of anti-takeover clauses in the articles of association,selfinnovation to find new growth points,and attaching importance to the interests of small and medium-sized shareholders.