Performance Commitments In Corporate Mergers And Acquisitions And Their Impact Analysis

Since 2013,mergers and acquisitions of listed companies has become a tendency of boom,many stocks had mergers and acquisitions,and promised high performance commitments,leading the stock price steadily.However,with the annual reports of listed companies have disclosed that some restructuring performance commitments are exposed,especially in the performance of promises not to reach the promised amount,so it is frequently that mergers and acquisitions in court both situation.The Commission took a new rule on June 17 th in 2016 : at the major of asset restructuring as the listed companies,the restructuring should fulfill their commitments in strict accordance with the results of the compensation agreement,shall not apply to change the valuation adjustment mechanism which made the promise before.In this context,it is a great practical significance to study the performance compensation commitment for the regulation of mergers and acquisitions of listed companies,and to reduce the performance commitment dispute.In this paper,firstly,which introduces the background,significance and framework of the research;secondly,the concept of valuation adjustment mechanism made theory and literature review,introduces the origin,mechanism and economic effect of valuation adjustment mechanism;thirdly,analyze the performance of the listed companies in mergers and acquisitions and the case of Mei YingSen & Jin ZhiCai,combined with the related theory to find out the weaknesses of valuation adjustment mechanism;finally,make a summary of the above analysis,put forward countermeasures and suggestions of promoting the rational use of mergers and acquisitions of listed companies performance commitments,and summarizes the limitations and future research directions.This paper mainly uses the case study method and comparative analysis method.Through research and theoretical analysis,case analysis,this paper draw the following conclusions:(1)the reasonable valuation adjustment mechanism can play a stimulating effect;(2)the valuation adjustment mechanism needs to join the security mechanism to strengthen its role.In this case,the author also puts forward some suggestions in the merger and acquisition,such as optimizing the performance of the commitment agreement,avoiding the high valuation of human factors and focusing on the guidance of policy.Although the performance compensation commitments in China's mergers and acquisitions has been relatively common,but the related topics of academic research and case analysis.This paper selects the case of Mei YingSen & Jin ZhiCai without much controversy,and just introduced in the new regulations on the eve,more representative.Through the research and analysis of the dispute process,based on the interpretation of the new regulations,the author puts forward his own opinions,in order to provide some considerations for future mergers and acquisitions,to provide some reference for the future enterprises to better use the valuation adjustment mechanism in mergers and acquisitions.