Study On The Transfer Of Interest In The Injection Of Directional Additional Assets By YT Co.,Ltd.

In the initial stage of China’s capital market,China securities regulatory commission controls the IPO issuance scale with many restrictions.At this stage,a large number of enterprises separated their core assets and listed them,which enhanced the ability of maintaining and increasing the value of state-owned assets.However,the listed companies were still closely related to the group companies in both management and operation,which would lead to problems such as related party transactions and horizontal competition within the group.Therefore,after the completion of the reform of non-tradable shares,the state began to encourage listed companies to acquire the assets of their group holding companies.At the same time,private placement has become the choice of many listed companies due to its low threshold,convenient operation,the ability to meet the refinancing needs of enterprises and the dual requirements of acquiring assets of group holding companies.However,the combination of the two results in the asset injection private placement,which is essentially a large-scale affiliated transaction under the control of major shareholders.In the process of private placement and asset injection,whether there is interest transfer between the listed company and major shareholders soon becomes the focus of the academic circle and the securities market.Firstly,this paper reviews the relevant researches on private placement of benefits at home and abroad,expounds the concepts of private placement,asset injection and benefit delivery,principal-agent theory,information asymmetry theory,private benefit theory of control rights,tunnel effect and other relevant theories,and analyzes the common means of private placement of benefits in private placement.Then,selecting 2014 YT company consider into the large shareholders YT group,a subsidiary of J company as an example,analyzes the motivation of the injection type directional issuance of such assets,interest transportation means,and as a result,the following conclusions:(1)the motivation of the private placement in addition to reduce the connection transaction is more likely to promote the management buy-out and indemnification.(2)the company has injected low-quality assets and overestimated the value of injected assets through suspension of trading and ex-ante earnings management,and raised capital increase by major shareholders.(3)the results of private placement show that the merger and acquisition that should have improved the company’s industrial chain and improved business performance did not bring expected effects.However,the short-term market reaction and long-term financial effect are negative.Moreover,this private placement improves the control right of major shareholders,dilutes the equity proportion of minority shareholders and harms their interests.Finally,this paper summarizes the root causes of profit transmission in asset-injected private placement,and puts forward the following Suggestions on how to prevent profit transmission in asset-injected private placement.Asset appraisal mechanism is gradually improved;Corporate governance structure of listed companies is more reasonable;Strengthen the quality of information disclosure.It is expected that through this research process,it will make some exploration and contribution to enrich and prevent the transmission of interests in private placement.