Study On Interest Embezzlement Under Management Buy-outs Of Huangshi Dongbei Electrical Appliance Co.,Ltd

In the 1980 s,China's economic system sought to break through the changes,China's huge state-owned assets have been looking for ways and means of reform,to achieve a transition from a planned economy to a market economy,to improve the efficiency of state-owned enterprises,and to achieve asset preservation and value-added.In the late 1990 s,under the institutional environment of state-owned enterprise restructuring,“national retreat and advancement” strategy and management personnel incentives,management buyouts(management buyouts)as a way of transforming asset operations,improving corporate management efficiency,and solving state-owned enterprises “The problem of the “owner's absence” problem was introduced from the Western countries and then carried out in full swing in the country.However,as of 2002,China's management buyouts gradually exposed problems such as opaque information,irregular operation procedures,loss of state-owned assets,and wealth transfer.The problems were outstanding and the contradictions were irreconcilable.In 2005,the national policy was officially suspended.Management buyouts of companies.Despite this,policy restrictions have not stopped management's implementation of corporate acquisitions,direct management buyouts “curve” and “hidden”,and turned into indirect ways to circumvent government policy restrictions and realize state-owned shares to management legal person shares.The transformation.In this process,the internal control problem of the management is very serious.The behavior of encroaching on the interests of other investors often occurs.Unusual high dividends,improper related transactions,low-price stock exchanges and other interests encroachment behavior emerges endlessly.The management of Dongbei Electrical Appliance Co.,Ltd is operated after five years of national policy,bypassing the supervision of social shareholders and regulators,and realizing the actual control of listed companies.Therefore,this case is analyzed for how to prevent such The interest encroachment behavior has certain reference value.The full text is divided into five parts.The first part introduces the origin and development of management buyout activities at home and abroad,and summarizes the research results of existing literature on management buyouts.The second part describes the theoretical overview of management buyouts and interest encroachment behaviors,including the concept of management buyouts and interest encroachment,focusing on the means of profit encroachment and theoretical analysis in management buyouts.The third part is about the case of Dongbei Electrical Appliance Co.,Ltd management buyout,including the profile of Dongbei Electrical Appliance Co.,Ltd and the development process,and the implementation process and means of interest encroachment under management buyout.The fourth part expounds the related issues of interest encroachment in the management acquisition of Dongbei Electrical Appliance Co.,Ltd.Firstly,the motivation for the management's interest encroachment is that the management is under-incentive,the management only pursues its own interests,and the management buyout needs.A large amount of funds;secondly,the opportunity for management's interest encroachment,including the problems of pricing methods,the lack of local state-owned enterprises,the absolute authority of management,the imperfect external supervision and the lack of management constraints;finally,the management of Dongbei Electrical Appliance Co.,Ltd management The economic consequences of the invasion of interests include the loss of interests of small and medium-sized shareholders,the loss of state-owned assets,and the financing methods that hinder the development of enterprises.The fifth part is based on the previous four chapters.The following conclusions are drawn: Although the interest encroachment behavior is a very common phenomenon,the use of management buyout activities for interest encroachment is mainly due to the lack of incentives and lax supervision.Bringing the lack of constraints,this kind of interest encroachment will also bring huge adverse economic consequences.Finally,the enlightenment of case analysis is explained.The author believes that the root cause of many interests in the management buyout process is the lack of management incentives,insufficient incentives and lack of supervision brought about by management.Based on this,the proposal to prevent and control the interest encroachment in management buyouts is proposed,including the key to the protection of property acquisition in the management buyout.The improvement of the incentive system,optimize corporate governance structure to strengthen constraints on management rights.In the management buyout,the information disclosure supervision,the control over the sources of financing for the management of the company's management,and the legislative department shall improve the protection system for the interests of small and medium shareholders and relevant laws and regulations.This paper mainly uses the case analysis method to study,and selects the representative Dongbei Electrical Appliance Co.,Ltd as the research object.Firstly,through the literature review method,the literature on management buyouts and interest encroachment behaviors is sorted and classified,and the research results are extracted and summarized,which provides theoretical support for the later analysis.Secondly,it expounds and analyzes the means,motives and conditions of interest-seeking behavior in the management acquisition of Dongbei Electrical Appliance Co.,Ltd,and uses the comparative analysis method of financial indicators to focus on the economic consequences of this case,and draws relevant case conclusions based on this.And revelation,which helps to enrich the study of the issue of interest encroachment under management buyouts.The author believes that the main reasons for the existence of interest in the management acquisition process are: the lack of incentives for management,the management's contribution and return do not match;the corporate governance structure is flawed,the management rights are too large and unconstrained;laws and regulations are not perfect.