Research On The Impact Of Performance Commitment Of Major Shareholders On The Performance Of Listed Companies

Merger and acquisition is one of the ways to allocate resources to the market and one of the important ways to enhance the competitiveness of listed companies.Enterprises restructured through mergers and acquisitions can expand the scale of production,but there are also huge risks in mergers and acquisitions.Performance Commitment Agreement(PCA),as a kind of post-adjustment agreement arrangement,can effectively reduce the risk of M&A and restructuring to a certain extent,which is highly sought after by the market.Before 2013,the number of mergers and acquisitions and reorganization transactions in China was no more than 500,000 annually.In 2014,the number of mergers and acquisitions and reorganization transactions exceeded 14,500.In 2015,the number of mergers and acquisitions and reorganization transactions with performance commitment agreements increased year by year.The original intention of performance commitment agreement is to reduce transaction costs and M&A risks,and promote the achievement of M&A restructuring.However,there are great divergences in theory and Practice on its actual role.Especially the associated M&A of acquiring large shareholders’ assets deserves more attention and research because of its special relationship.One view holds that the performance commitment of major shareholders can restrain the tunneling behavior of major shareholders and better integrate the superior resources of both sides of the transaction;the other view holds that performance commitment may also become a means for major shareholders to raise the transaction consideration and harm the interests of small and medium investors.Based on the reasoning of domestic and foreign scholars about performance commitment agreements in M&A transactions,this paper theoretically analyses the impact of performance commitment of major shareholders on corporate performance,and then puts forward research hypothesis.Based on the data of M&A transactions in A-share market from 2011 to 2014,this paper studies the impact of performance commitment of major shareholders on the performance of listed companies through theoretical analysis and empirical test.Considering the impact of performance commitment on corporate performance,the impact of major shareholders’ performance commitment on corporate performance,the impact of major shareholders’ bargaining power on corporate performance,and the impact of performance compliance rate and two-way performance commitment on corporate performance in acquisition of major shareholders’ assets transactions.Through hypothesis,model building and regression analysis,the following conclusions are drawn: first,the introduction of performance commitment agreement in M&A and restructuring transactions helps to improve the performance of listed companies;secondly,the performance commitment of major shareholders sends a positive signal to the outside world,which is conducive to the improvement of the performance of Listed Companies in the short term,making the integration of both sides more efficient,and the synergy of M&A transactions.With larger,there is insufficient evidence for large shareholders to transfer their interests through related-party mergers and acquisitions.Third,the stronger the bargaining power of major shareholders,the greater the negative impact on the performance of listed companies.Fourthly,the performance compliance rate has a negative impact on the performance of Listed Companies in the performance commitment group of large shareholders,while the performance compliance rate has a positive impact on the performance of Listed Companies in the performance commitment group of Nonlarge shareholders.Fifth,the two-way performance commitment has a negative impact on the performance of Listed Companies in the performance commitment group of large shareholders,but a positive but not significant impact on the performance of Listed Companies in the performance commitment group of Nonlarge shareholders.The core point of this paper is that the performance commitment of the major shareholders will help the listed companies to improve their performance in the short term.The conclusions drawn from the empirical research in this paper can provide some empirical experience for the practical application of performance commitment agreements,which can contribute to the improvement of relevant laws and regulations,policy formulation and the protection of the interests of small and medium-sized investors.At the same time,it also verifies the practical significance of the policy of mandatory performance commitment in related mergers and acquisitions.