| With the strict supervision of the China Securities Regulatory Commission on backdoor listing,the attractiveness of "shell" resources in the market has gradually decreased.As a result,a bumper bumper trading form was introduced,which came into being when selling gambling shells.Since the end of 2017,there have been more than a dozen cases of gambling shell selling on the A-share market.However,the first Ashare shell selling on gambling,Jiangsu Zhongchao Holding CO.,LTD.,lasted less than a year,and the agreement was terminated.This article first introduces the theoretical basis and application status of gambling shell selling on the basis of sorting out relevant literature,and determines the necessity and innovation of this article.Subsequently,on the basis of sorting out the trading background of ZHONG CHAO holding’s gambling shell selling,the motivation of the transaction between the transferor and the transferee was analyzed,and the market reaction,financial performance and non-financial performance of the company after the agreement was signed to observe the economic effect of ZHONG CHAO holding on gambling shell selling.On this basis,this article deeply analyzes the specific content of the gambling agreement and finds that the reason for the huge difference between the motivation for signing and the economic consequences is mainly due to the unreasonable design of the gambling plan,the lack of prudence of the buyer and seller,the failure of the internal control of the enterprise,and the lack of external supervision.Wait.Finally,based on the results of the case analysis,this article concludes that the gambling agreement has an amplification effect on the signal effect,and improper gambling shell selling will lose the incentive effect,which will easily lead to disputes over the company’s management rights and bring huge losses to listed companies.To make good use of the double-edged sword of selling gambling shells,the main body of the transaction needs to fully conduct due diligence in advance and rationally design the terms of gambling.At the same time,a good corporate internal control environment and a sound system construction can also greatly reduce the risk of companies selling gambling shells.The innovations of this article are as follows: First,as an emerging trading model that has only appeared in the past three years,exploring the causes,trading motivations and economic consequences of gambling shells can provide a reference for subsequent similar special mergers and acquisitions in the cap ital market..Second,in the past,there have been few studies on the application types of gambling agreements in M &A and reorganization of listed companies.The application risks in the transfer of control rights provide a reference for regulating th e transfer of control rights of listed companies in China. |