Research On Tunneling In Related Party Merger

In recent years,affected by the overall domestic market environment,most of the M&A behaviors of listed companies in China have the color of related transactions,and such mergers and acquisitions are likely to become an approach for major shareholders to transfer interests and harm the interests of small and medium shareholders,which inevitably disrupts the order of the capital market.Therefore,it is of great practical significance to reveal and analyze the preconditions and main means of the interest transfer behavior of large shareholders in mergers and acquisitions,and to study and discuss the corresponding countermeasures and measures.This paper selects the case of the listed company LeTV.com and the acquisition of Levp.as the research object.Based on the research literature of the predecessors,the paper sorts out the reasons why interest transfer is easy to occur in related mergers and acquisitions,the main mode of M&A and the main way of interest transfer in M&A.With the case study method,this paper analyzes the main situation and related relationship of the merger and acquisition,the specific process,and the corporate governance defects that lead to the transfer of its interests.Then it analyzes the means of interest transfer in the related mergers and acquisitions,and finally analyzes its economic consequences from the market performance and the interests of stakeholders.The conclusions are as follows:Firstly,the interest transfer in the related mergers and acquisitions exposes four corporate governance deficiencies:a single shareholding structure,a one-person and two-person management structure,an executive relationship of executives and a system loophole in the shareholders'meeting.Secondly,the means of interest transfer in the related mergers and acquisitions mainly includes the low-price share of the film and television celebrities in the frequent equity change,the surprise capital increase of the major shareholder before the start of the merger and the over-estimation of the acquired party.Thirdly,although LeTV finally announced the termination of the M&A project,the M&A project plan has certain adverse effects on the small and medium shareholders,market investors and LeTV,and the market attaches great importance to the M&A activities.At some point in time,the market has responded significantly to the dynamics of the merger.