Analysis of the Relationship between Ultimate Controlling Shareholders and Private Enterprises＇ Business Performance

In China, major shareholders of private listed enterprise could control its production and operation by virtue of few resources which makes it possible for ultimate controlling shareholders to expropriate minority shareholders＇ rights and interests.In this paper, we studied the relationship between ultimate controlling shareholders and business performance of private enterprises based on the theory of ultimate controlling shareholders and made relevant conclusions and recommendations.

Tracing Ultimate Shareholders＇ Double Control Chain in Listed Companies- Using the Theory of Organizational Routine Evolution

Based on the epistemology and methodology of organizational routine evolution, this paper presents a systematic analysis on how ultimate shareholders control listed companies by means of equity control chain in a pyramid structure and social capital control chain hidden in social networks. First, this paper examines the internal logic of ultimate shareholders＇ double control chain and designs an iterative model for dynamic evolution intent proceeding from ultimate shareholders ＇degree of intent for social capital control. Finally, with the case study of Inner Mongolia Caoyuan Xingfa Co., Ltd., this paper reveals the process and mechanism of ultimate shareholders＇ creation of double control chain.

Shareholder Structure and Discretionary Regulation of Accounting Results in Enterprises: The Case of Cameroon

Debates on shareholder structure and discretionary management of accounting results have carried forward controversial results. This study is intended to analyze within the Cameroonian context the impact of shareholder structure on the management of accounting results in enterprises. More specifically, its objective is to analyze the impact of shareholder structure on the adjustment of regulating discretionary accounting variables. A panel of enterprises is constituted over the periods 2013, 2014, and 2015 in Cameroon. The modeling of regulating discretionary accounting variables has been carried out according to the model of Jones (1991). The different results obtained show that the degree of concentration of the capital seems not to dissuade the management of result per long-term positions. Foreign ownership and state property stimulate management by regulating discretionary accounting variables.

A Research on the Relationship of Charismatic Leadership Behaviors of Agricultural Cooperative Managers With Cooperative Shareholders＇ Performance and Satisfaction

In this study, the cooperative shareholders＇ performance and satisfaction were investigated as antecedent. Charismatic leadership of cooperative managers has been identified as antecedent. In addition, shareholders＇ age, education, land size, and duration of membership in the cooperative were investigated to have effect on the shareholder＇s performance and satisfaction. Charismatic leadership of cooperative managers is the subject of research on the effects of performance and satisfaction of the cooperative shareholders. A field survey was conducted. This study has been applied to Cukobirlik, an agricultural sale cooperative in East Mediterranean of Turkey. The researchers collected data by random questionnaire method. The research data were collected from 155 cooperative shareholders. For the data, exploratory factor, correlation, and regression were analyzed. The results of this analysis show that there is a meaningful relationship between charismatic leaders and the performance and satisfaction of shareholders for these cooperatives. Another result, there is significant relation between land size of cooperative shareholders and the performance and satisfaction of cooperative shareholders.

Audit pricing and nature of controlling shareholders:Evidence from France

This study examines whether auditors are employed as a monitoring mechanism to mitigate agency problems arising from different types of controlling shareholders. In a context of concentrated ownership and poor investor protection, controlling shareholders can easily expropriate wealth from minority shareholders and profit from private benefits of control. However, this agency conflict has been rarely studied, as the most commonly assumed agency conflict occurs between managers and shareholders. Using an audit fee model derived from , we study the impact of the nature of controlling shareholders on audit fees in French listed firms. Our results show: (1) a negative relationship between audit fees and government shareholdings; (2) a positive relationship between audit fees and institutional shareholdings; and (3) no relationship between audit fees and family shareholdings. These results illustrate the mixed effects of the nature of ownership on audit fees.

Does overcapacity prompt controlling shareholders to play a propping role for listed companies?

A major risk currently facing the Chinese economy is overcapacity,which affects the efficiency of social resource allocation(Xi et al.,2017;Huang et al.,2019).When a company is in crisis,the internal capital market often plays a propping role.This study approached this issue from the perspective of the controlling shareholder and examined whether controlling shareholders provide financial support to enterprises in industries with excess capacity.According to the data for China’s A-share listed companies from 2007 to2019,companies in industries with excess capacity received more financial support from controlling shareholders compared with those in non-overcapacity industries.Analysis of the mechanism revealed that state-owned enterprises and companies with relatively poor financial status received more financial support from controlling shareholders.This study also examined the economic consequences of such support and found that it is conducive to enhancing enterprise value.This study enriches the literature on overcapacity and internal capital markets by demonstrating that internal capital markets play a propping role for companies facing industry-level crises.This finding has both theoretical value and practical implications related to supply-side reform and capacity reduction.

The New Method to Determine Ownership Stake to Exercise Control： An Empirical Analysis on Italian Companies

The idea of this work arises from the analysis of the researches developed in the literature on topic of ownership and control that are mostly based on threshold of ownership stake to determine control equal for all companies and, in most cases, not supported by theoretical arguments and empirical evidences. In fact, the aim of this paper is to build a new method of determining the threshold of ownership stake that allows the shareholder to exercise control. In particular, this survey uses all Italian listed companies as reference, and the minutes of the Ordinary and Extraordinary General Meetings of shareholders, in 2009-2012, as database. The topic can be enriched with further and future researches aiming to adapt this new method in a cross-country investigation and so to identify the different threshold for the countries, on the basis of the different national laws regarding the ownership stakes that affect the control.

非控股大股东退出威胁能提高企业ESG表现吗?

控股股东股权质押可能激发非控股大股东采用退出威胁的方式参与治理。以2010-2019年我国沪深A股上市公司为样本,重点考察控股股东股权质押背景下非控股大股东退出威胁对企业ESG表现的影响及在不同内外部治理环境中的差异。研究发现控股股东股权质押下企业ESG表现显著降低,非控股大股东退出威胁会显著提高控股股东股权质押下企业ESG表现,在两权分离率较高、市场化程度较高、法治建设较好的地区,非控股大股东退出威胁对企业ESG表现的治理效应更显著。研究结论有助于拓展对非控股大股东退出威胁治理效应的认识,为健全股东治理机制和优化股东治理环境提供理论和经验参考。

大股东控制权、外部监督层次与企业ESG表现

以2009—2022年沪深A股上市公司为研究对象,对大股东控制权与企业ESG表现的非线性关系进行理论探讨和实证检验,并考察外部监督对大股东控制权与企业ESG表现的调节作用,进一步从不同股东特征角度考察非线性关系的作用差异。研究表明:大股东控制权对企业ESG表现的影响呈倒“U”型非线性特征;该倒“U”关系在较高的外部监督环境下表现更加明显,且随外部监督层次而变化,外部监督的调节作用在宏观层面变弱,在微观层面增强;机制检验发现,大股东控制权通过两类代理成本和关联交易行为作用于企业ESG表现;不同股东特征对大股东控制权的作用效应存在异质性影响。

Foss v. Harbottle规则与中国股东代表诉讼

英国公司法中的Foss v. Harbottle规则及其例外是英国公司法保护少数派股东权利的一种独特的救济方式。它不仅影响了英美法系国家的股东代表诉讼制度,而且影响着部分大陆法系国家和地区的股东代表诉讼制度。尽管中国新公司法已经确定了自己的股东代表制度,但英国在代表诉讼制度上的保守态度和经验,依然值得我们借鉴。

第一大股东、最终控制人和支持——基于中国上市公司ST制度的实证分析

该文从我国上市公司ST制度这一特殊背景出发,构建了一个支持强度变量,研究第一大股东持股比例？最终控制人性质与支持强度之间的关系,研究结果显示第一大股东持股比例与支持强度显著正相关,当最终控制人为国有时,上市公司获得的支持强度比其他类型最终控制人大,证明了预算软约束的显著存在。但是最终控制人为国有者就会削弱第一大股东持股比例对支持强度的作用。

Shapley值在PPP项目股东决定权比重计算中的应用

通过对某市地下综合管廊PPP项目各股东原始股份进行分析,确定各股东控制项目公司的比重,即求出六家股东合作博弈问题的Shapley值。在股权及按股份的表决权变更后,通过再次分析各股东的Shapley值,得出各股东的理性选择。

Large shareholders and accounting research

Large shareholders are a potentially very important element of firms' corporate governance system. Whereas analytical research is typically vague on who these large shareholders are, in practice there are important variations in the types of large owners(and the different types of large owners could play very different governance roles). After briefly reviewing the standard agency cost arguments, in this article I emphasize the heterogeneity of concentrated ownership and in particular focus on the roles of families, institutions, governments, and employee ownership. I also discuss the role of large shareholders in private(i.e., unlisted) firms, where ownership tends to be more concentrated than in publicly traded firms. Finally, I briefly discuss variations in ownership structures across selected countries.

多个大股东、创新投资与市场表现——基于倾向得分匹配法(PSM)的分析

理论分析和经验证据表明多个大股东具有监督与合谋两种效应,不仅可能影响企业创新投资决策,还可能影响企业创新投资的市场表现。基于已有文献,文章以2007-2017年中国A股上市公司为初始研究样本,采用倾向得分匹配法控制内生性后检验了多个大股东对企业创新投资的影响以及不同股权结构公司创新投资的市场表现是否存在差异。研究发现:多个大股东显著增加了创新投资,且在控股股东相对控股时更显著;进一步研究发现,相对于单一大股东公司,多个大股东公司创新投资能带来更好的市场表现:股价崩盘风险显著降低、超额收益显著提高。研究丰富了多个大股东经济后果以及企业创新投资影响因素领域的文献,对于促进我国企业创新,优化股权结构具有重要的实践意义。

Corporate Governance, Sustainable Development and Value Creation Some Evidences From Italian Listed Companies

Modern corporate situations, characterized by the globalisation of the markets and of the information, highlight the need to link the potential of a not transient growth to the adequate reconciliation of all the expectations converging around the entrepreneurial formula and not only of those attributable to shareholders. In such a defined context, corporate governance tends to evolve from a situation of primary care for the expectations of shareholders （shareholder＇s view） and for the correlated financial responsibility, to a wide consideration of all the stakeholders （stakeholder＇s view） and related responsibilities （financial, environmental, social, administrative）. The correct carrying out of governance processes requires, therefore, a clear focus on sustainable development and on the related assumption of a concept of global responsibility. The decisions made by the governing bodies must be driven by the purpose to create value in the long term according to conditions of fairness and sustainable development. To sum up, this research aims to deepen the existing connections between corporate governance, sustainable development and value creation on the basis of the empirical analysis of a limited number of listed Italian companies afferent to the public utilities sector. The paper, based on a deductive approach, is composed of two distinct but strictly connected parts： the first theoretical and the second empirical. The empirical research consists of a content analysis of the most recent documents （sustainability reports and annual reports） worked out by the selected companies. The results obtained about the degree respect of sustainable development conditions by each company are linked to the related value dimension （social, economic, competitive and environmental performance） aimed at verifying if the assumption of a corporate governance approach inspired by sustainability is susceptible of favouring the company development in a medium long term. From the delivered research it emerges how public utilities that promote behaviours in line with the sustainability conditions are marked out by stable growth paths. Conversely, the companies that assume a vision mainly addressed to the economic dimension, neglecting the other areas are generally compromised in the performance realized.

控股股东股权质押、融资约束与企业ESG表现

基于2010—2020年A股上市公司样本,探究控股股东股权质押与企业ESG表现之间的关系及其内在机制,并在此基础上根据企业年龄和是否存在两职合一对样本数据进行分组检验。研究结果表明,控股股东股权质押对企业ESG表现产生了显著的负面影响。机制检验表明,控股股东股权质押加大了企业的融资约束,进而降低了企业的ESG表现。异质性检验结果发现,控股股东对企业ESG表现的抑制作用在公司成立时间较短、董事长与总经理两职合一的情形下表现得更为突出。

New Restructuring Model for Chinese M&S SOEs:A Case of Executive Holding Major Capital Stock

The reform for Chinese state-owned enterprises (SOEs)during the past twenty years selected several ways which couldn't solve essential problems and improve the performance of the SOEs in China. The reason is that traditional ownership instituton wasn't changed at all,the institution reach an impasse in market system which resulted in the fact that SOEs couldn't get used to keen competition. This paper analyses an ownership restructuring case in which an executive holds major capital stock in a state textile institute restructured and therefore the state ownership was withdrawn from it completely, it expounds the rationality of the model selected and points out that the model is currently a very effective way by which M & S SOEs would withdraw from competitive business field successfully.

Have the Private Benefits in Italian Firms Decreased？

The topic of the paper is the estimate of the benefit of control, according to the Barclay and Holderness method. The reference system of this research is Italy, given that the empirical evidence of the past which had underlined private benefits particularly high among Italian companies and the reference period is 1999-2007. The idea of this research is to demonstrate that, since the Legislative Decree No. 58 of February 24, 1998 （Consolidated Law on Finance, henceforth Consolidated Law）, which has significantly changed the protection of minority shareholders, in Italian, the intensity of private benefits has on average declined sharply. To this end, considering the results of the empirical researches on periods pre-1998 and at the turn of the Consolidated Law, the paper provides evidence that the improvement of minority shareholder protection already shown by these researches is further accentuated over the years, because of the effects that the new regulatory framework has produced. In fact, the basic assumption is that the important laws, as Consolidate Law, require several years to produce the desired results in full. This idea is supported by the findings of research that show an average percentage of private benefits dropped to five percent of the capital. Hence, the investigation is extended to the demonstration of comparability of this estimation with other estimations quoted in literature, verifying the statistical significance of the correlations between the measures estimated and the variables considered as determinants in much of the literature.

The Empirical Research on Family Ownership and Earning Quality in China

Corporate governance takes an important role in affecting the quality of accounting information. Since the ownership structure determines the method and the level of the corporate governance and the right of control, supervision, and the benefit, it can decide the quality of information and affect the earning quality. This paper examines if the ownership concentration affects the earning quality in family-owned companies in China. Using the data of 298 publicly-traded corporations in China, this paper finds that the controlling shareholders are associated with low earning quality and that the separation of control rights and cash flow rights is negatively associated with the earning quality of family ownership.

公司法上的受信义务:评新《公司法》的相应修改

新《公司法》关于受信义务的规定体现了创新精神:一是突出了关联交易、公司机会和竞业限制的重要性,完善了程序规则,重组了公司管理者的禁止性行为;对注意义务的界定突破了该条无法进入司法裁判的困境;将公司控股股东、实际控制人纳入了受信义务体系,并将股东代表诉讼扩及公司全资子公司。二是增加了董事、高管对第三人的赔偿责任。三是增加了董事责任保险。但新《公司法》依然与现实需求存在差距:一是关联交易的规定依然缺乏实质公平的裁判标准;公司机会缺乏界定,将导致司法审判困难;竞业限制不能适应现代企业;管理报酬未被纳入忠实义务,司法审判无据可循。二是注意义务规定不周延,未能对管理者的经营义务与监管义务区别对待。三是审计委员会取代监事机构的情形,股东代表诉讼之先诉请求不明确。新《公司法》关于受信义务的上述修改和问题有必要进行系统性分析与评估,从中也能间接省察今后的完善方向。