Research On The Problem Of Major Shareholders' Interests Encroachment In The Private Placement Of Listed Companies

With the rapid development of China's economy,China's listed companies are growing stronger and stronger in demand and motivation,and equity refinancing is one of the important means to enhance the strength of listed companies and industry competitiveness.Private placement is an important measure for CSRC to encourage major shareholders to inject high-quality assets into listed companies,so as to solve the problems left over during the period of non tradable shares,improve the industrial chain of listed companies,reduce related transactions and competition in the same industry.This way gives listed companies more space for independent decision-making.Therefore,there is a low price private placement to major shareholders and a high-value distribution after the private placement Now,the problem of interest transmission.As one of the main suppliers of the most complete communication industry in the domestic industrial chain,Hengtong optoelectronics has mastered a number of core technologies and independent intellectual property rights of optical rod and optical fiber manufacturing,has the vertical integrated production capacity of optical rod-optical fiber-optical cable-ODN,and the production capacity level is leading in China.Based on the theoretical research and practical exploration results of listed companies at home and abroad,this paper systematically,comprehensively and deeply analyzes the motivation,scheme design,implementation process and the use of the raised funds of Hengtong optronic's directional additional issuance by taking the submarine optronic composite cable and new energy vehicles as the project of raising investment in 2017 as the research case This paper explores the possible major shareholders' interests encroachment in the directional issuance,reveals the economic effect of the directional issuance from the aspects of investment project risk,operation ability and growth ability,and then puts forward corresponding prevention strategies.The main conclusions are as follows:(1)in recent years,private placement has been widely used in China's capital market.Through resource integration to layoutrelated industries or build the whole industrial chain,realize horizontal or vertical acquisition of other assets expansion,and constantly improve the enterprise's own asset size and profitability.(2)Although the determination of the base price of this directional additional offering of Hengtong optoelectronics did not reduce the stock price by choosing the time of suspension,in the longer period,it carried out negative earnings management on the company's performance,resulting in the low base price of this directional additional offering.In addition,in the lock-in period after targeted issuance,a large number of cash dividends and a large number of shares reduction after the lifting of restrictions on sales,etc.,it is concluded that Hengtong optoelectronics has the suspicion of transferring to the interests of major shareholders.(3)In order to better prevent the major shareholders' interests from encroaching and protect the interests of small and medium-sized investors,and to create a good capital market environment,efforts should be made to improve the fixed increase pricing mechanism,strengthen the evaluation of investment projects,grasp the opportunity of fixed increase market,improve the standard of fixed increase issuance,establish the protection mechanism of shareholders,and improve the professional ability of investors.