The Influence Of The Private Placement New Policy(2017) On The Transfer Of Benefits Of Listed Companies

In the era of equity share reform,more and more listed companies have chosen to refinance through private placement.In recent years,the scale of private placements has continued to expand and the total amount of funds raised has increased year after year.In 2016,it exceeded 1 trillion to reach 1.7 trillion.After the escalation of directional increase in heat,many issues have also been exposed.Many listed companies use directional issuing to transfer interest to major shareholders.At the same time,its means are also varied,including the manipulation of the issuance price of issued private offerings,the injection of inferior assets,and the High assessment and so on.The reasons are largely related to the absence of relevant laws and regulations.Based on this,the China Securities Regulatory Commission issued a new private placement policy in February 2017.Compared with previous policies,the Securities and Futures Commission has made major changes in the pricing basis.The promulgation of the New Deal will soon have a huge impact on the securities market.However,under the background of the New Deal,whether the listed companies can transfer benefits through private placements? Research on this issue will not only enrich the literature on the study of interest transfer issues in the process of private placement,but also test the implementation effect of the new policy of private placement,and thus put forward better suggestions.In view of this,this article takes S Company as an example to investigate the influence of the new private placement on the interests of listed companies.The typical case of this case is as follows: As a listed company,S Company conducted five private placements in a short period of seven years,and each targeted increase was accompanied by questions of interest transfer.Moreover,before the promulgation of the new private placement policy,S Company just released its latest private placement plan.This targeted private placement also accompanies the questioning of interest transfer.After the release of the New Deal,S Company has also made timely changes to the original plan.The revised plan has undergone major changes in the distribution price and scale of the original plan.Therefore,the study of such a company that has carried out profit-sharing through private placement for a long time and coincides with the latest private placement before and after the new issuance of the new policy can more comprehensively and intuitively study the impact of the new IPO on the interests of listed companies.The case analysis process of this paper is as follows: First,a simple introduction to the first four private placements of S Company,and the analysis of the interest transfer behavior in the first four private placements.Secondly,after the first four private placement plans were reverted to the issuance of the New Deal,the analysis of the original plan would show how the changes would occur and analyze the impact on the interest transfer.This is followed by a comparison of the changes in the new and old plans for the latest private placement and analysis of the impact of changes on the delivery of benefits.Finally,through the analysis of five private placements,the effect of the new policy on the interests of listed companies will be summarized.Through the research on the five private placements of S Company,we can draw the following conclusions: The new issuance of the New Deal through the modification of the pricing base date,the size of the private placement,and the time interval between the two private placements.This makes it impossible for a listed company to manipulate the issuance price of private placements.At the same time,it can no longer determine the total amount and frequency of the funds raised with its own wishes,thereby reducing the space for arbitrage,eliminating the possibility of frequent increases in listed companies,and restricting the transfer of benefits.Make directional increase in issuance to return to the original intention and go on track.However,the New Deal has not stipulated some deep-seated measures,such as large-scale shareholders injecting inferior assets and excessively high asset valuation in the process of private placement,and listed companies performing profit distribution before and after the private placement,such as “high transfer”,and related policies.Still need further optimization.We hereby make the following recommendations: First,improve the relevant systems for the assessment of injected assets in the private placement process,including strengthening the supervision of asset assessment agencies and improving the compensation mechanism after the injection of inferior assets.Second,we should standardize the profit distribution behavior of listed companies such as “high transfer” to prevent them from playing a role in facilitating the transfer of benefits.