The Research On Interest Conflict And Balance Of Different Shareholders Under Dual-Class Share Structure

The design of the double-layer ownership structure stems from the dilemma between the financing demand and the dilution of the control right in the development of the company.Most of these companies in China are new-type high-tech companies with Internet as the core characteristics.Due to policy restrictions,most of these companies were forced to go overseas in the early stage.With the reform and in-depth development of the capital market,based on the demand of promoting the internationalization of the capital market in an all-round way and better serving the real economy in the capital market,it will be an inevitable choice to attract high-quality resources such as innovative companies represented by "unicorn" enterprises to be listed and traded on the Shanghai and Shenzhen exchanges.In this context,it is urgent and important to study the conflict and balance of interests of different shareholders under the two-tier equity structure.The biggest advantage of the two-tier equity structure is to help the founding management team avoid the interference of external shareholders,while the biggest disadvantage is that the absolute rights of the management team weaken the bargaining power of other shareholders.Under this structure,cash flow rights and voting rights are highly separated,and shareholders' rights and responsibilities do not match,which shows different rights of the same share.Lack of rights balance,easy to produce the problem of interest infringement,may make the financing cost of enterprises rise,or the internal conflict of shareholders aggravate,the corporate governance situation may face great challenges.According to the principal-agent theory,the separation of two rights and other related theories,combined with the characteristics of shareholder heterogeneity,this paper classifies shareholders.This paper studies the possible conflicts of interest between different shareholders under the double-layer ownership structure,analyzes the causes of the conflicts of interest,and establishes a suitable balance mechanism of shareholders' interests through the game results of shareholders' interests infringement and behavior supervision.It is found that there are great differences in the interests of different shareholders.Because of information asymmetry,shareholder heterogeneity and other reasons,it is inevitable for shareholders to have conflicts of interest when they are seeking to maximize their own interests.When the company is in the growth period,the conflict of interest will be eased,and the high voting shareholders will not infringe on the common voting shareholders' interests generally;if the development of the company is slow,the conflict of shareholders' interests may be intensified,and the infringement of interests is likely to occur.The effect of ordinary voting shareholders' supervision of high voting shareholders depends on the supervision compensation of large shareholders and other factors.Combined with theoretical analysis and game results,considering the principle of shareholders' interest balance,establishing adaptive incentive and constraint mechanism,so that different shareholders' interest conflicts can be alleviated or constrained.At the level of corporate governance,incentive compatibility of different shareholders can be realized under the double-layer equity structure.