"以股抵债"的利弊及应对之策——由电广传媒"以股抵债"引发的思考

Analysis on the Advantages and Disadvantages of "Debt-to-equity" and Countetmeasures--Reflection Evoked by"Debt-to-equity''Swap of Hunan TV Broadcast Intermediary Co.,Ltd

电广传媒的"以股抵债"方案从推出到实施,备受市场关注,引发了诸多争议。笔者认为,"以股抵债"为缺乏现金清偿能力的控股股东解决侵占上市公司资金问题,提供了现实选择的途径,但它有可能诱发的弊端,诸如控股股东侵占中小投资者的利益、控股股东恶意逃避债务等更不能忽视。要运用"以股抵债"这一创新金融产品化解控股股东侵占上市公司资金的顽疾,实现多方共赢,还要尽快完善其规则,改进抵债股份的定价机制,进一步完善股东大会的表决机制,使其去弊存利。

The 'debt-to-equity' plan of Hunan TV & Broadcast Intermediary Co., Ltd. aroused a lot of attention and disputes since it was worked out and carried out. The author thinks that it provides a practical way to deal with the problem that the controlling shareholders who have no ability to pay off debts with cash may embezzle the funds of listed companies, but it may also cause some drawbacks, such as the infringement of controlling shareholders to minority shareholders' benefits and the inappropriate debt evasion of controlling shareholders, which can not be ignored. To use thenew financial product--'debt-to-equity' to prevent controlling shareholders infringing funds in listed company andrealize the 'win-win' goal for many parts, we should amplify its rule, improve the pricing mechanism and further perfect the voting mechanism of shareholder meeting so that we can get rid of the disadvantages and retain the advantages.