内部治理、内部控制与债务契约治理——基于A股上市公司的经验证据

Internal Governance,Internal Control and Debt Contract Governance:Evidence from Chinese Listed Companies

本文以A股上市公司为研究样本,考察了我国债务融资契约的治理效应。实证结果表明,目前我国上市公司的债务治理效应遭到严重扭曲,债务融资不能很好地发挥激励约束作用;本文还发现,在内部治理的各因素中,最终控制人性质、股权集中度、经理人激励程度对债务治理效应的发挥有显著的影响,董事会独立性与勤勉程度、监事会监督力度对债务治理效应发挥的影响不显著;内部控制对债务治理效应发挥的作用非常有限。根据本文的实证结果,笔者提出了强化我国上市公司债务治理效应的一些建议。

This article examines the governance effect of debt contract in Chinese listed companies by multiple regression models. We find that the governance effect of debt contract is severely distorted, which is consistent with the previous research. Thus debt contract doesn＇t play a positive role to enhance the corporate governance under current special mechanism in our country. Moreover, we investigate on the influence of different corporate internal governance factors on the debt contract governance： Firstly, compared with the non-stateowned companies, we find that the governance effect of state-owned companies＇ debt contract suffers a more serious distortion due to the government＇s ＂fatherly effects＂ and ＂soft budget constraint＂. Secondly, ownership concentration has a significantly positive influence on the governance effect of debt contract. In other words, a higher ownership concentration is associated with better governance effect of debt contract at present. Thirdly, the relationship between the diligence of the board, the ratio of ：independent directors as well as the effect of debt contract governance has not been proven. The independent director mechanism is severely restricted under the current market environment of our country. Fourthly, the size of the supervisory board is not positively related to the governance effect of debt contract. To maximize its supervision function, the size of companies＇ supervisor board should be more suitable. Moreover, we find that management incentive has a significantly positive influence on the governance effect of debt con- tract. The establishment of an efficient mechanism is significant, which aims at encouraging the managers to seek for the maximum interests of principals rather than the private interests. Different from expectation, the significant influence of the internal control on the debt contract governance performance is not well-supported. This may due to the current overall level of internal control of Chinese listed companies is low, which is unable to effectively play its role. Still we put forward several suggestions to enhance the governance effect of debt contract, the protection of the creditors＇ rights as well as the level of corporate governance.