| Under the wave of diversification and expansion in European and American countries in the last century,problems such as low governance efficiency and significant negative synergistic effect became increasingly prominent,and the capital operation mode of equity carve-out and listing gradually came into people’s view.Equity carve-out and listing is a strategic choice made by diversified enterprises according to the changes of the competitive environment and market demand.Generally speaking,equity carve-out and listing has the advantages of enhancing the liquidity of shares and meeting the financing needs of enterprises,but in practice,there are also problems such as poor performance after equity carve-out and listing.Foreign scholars put forward and formed a relatively complete theoretical system based on the mature operation of foreign capital market.However,the development time of equity carve-out and listing is relatively late in China,especially in the domestic listing of listed companies,the development process is relatively slow.In terms of policies and regulations,China Securities Regulatory Commission(CSRC)issued relevant provisions on the carve-out and listed companies to overseas listing in 2004,in December 2019,China Securities Regulatory Commission(CSRC)issued new rules to provide guidance for Chinese listed companies to carve out their subsidiaries and list in domestic market.In 2022,China Securities Regulatory Commission(CSRC)aimed at various problems in the market during the practice of implementing the carve-out regulations at home and abroad,taking the integration as an opportunity,issued "Equity carve-out and Listing Rules of Listed Companies(Trial)".In parallel with the increasing trend of improving the equity carve-out and listing rules,the appeals of Chinese listed companies are increasing day by day.Domestic listed companies rely on equity carve-out and listing as a means to solve many problems appearing due to the large volume and other reasons at present stage.The successful cases of equity carve-out and listing are great reference significance to listed companies with planned demerger.Based on the above background,this thesis mainly focus on the motives,the paths and the economic consequences and so on of equity carve-out and listing,first of all,this thesis constructed a theoretical basis through reading domestic and foreign literature and relevant theoretical hypothesis,then,selected the actual case of Xiamen Tungsten carve-out of Xtc New Energy Materials(Xiamen)to be listed on the SSE STAR Market and introduced it in detail,analyze its equity carve-out motivation and implementation path,and finally studied the economic consequences of the equity carve-out.According to the analysis process and results of the selected cases,this thesis draws the following conclusions: first,the equity carve-out and listing can improve the market attention to the parent company and the subsidiary company to a certain extent,and realize the value revaluation;second,the equity carve-out and listing can improve the governance structure and enhance the overall governance level;third,the equity carve-out and listing can promote performance growth and improve the level of asset management;fourth,the equity carve-out and listing promotes the equity incentive plan,which alleviates the principle-agent problem to a certain extent;fifth,the equity carve-out and listing can broaden financing channels and seize opportunities to enhance competitiveness.Based on the overall characteristics of Xiamen Tungsten Industry’s successful carve out Xtc New Energy Materials(Xiamen)to the SSE STAR Market,this thesis also summarizes its success factors and draws some enlightenments: firstly,the main purpose of equity carve-out of diversified development enterprises is to realize the strategic layout of refocusing development;secondly,the parent company should be careful when choosing the object with development potential of equity carve-out;thirdly,the demerger system of the capital market can be continuously optimized to provide more equity carve-out options for the subjects who are interested in equity carve-out and listing. |
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