| In recent years,our capital market has developed rapidly,but at the same time,the problems of corporate governance and lack of market supervision have gradually emerged.Among them,the problem of expropriation of the interests of major shareholders is more prominent,which is the hot topic of theoretical and practical circles in recent years.The expropriation of the interests of major shareholders not only affects the development of enterprises,but also damages the rights and interests of minority shareholders,which is not conducive to the long-term stable development of the capital market.It is of theoretical and practical significance to study the cases of encroachment by major shareholders of listed companies,analyze the problem of encroachment by major shareholders in depth,and put forward policy suggestions to curb the encroachment by major shareholders and maintain the healthy development of capital market.The encroachment means of the major shareholders of ST Tianma are various.In just one year,the encroachment funds reach up to 1 billion yuan,which has a great impact on the enterprise and the market and is typical.This paper mainly adopts the method of case study,on the basis of referring to the relevant literature and theories at home and abroad,the means,economic consequences and causes of ST Tianma major shareholders’ interest encroachment are deeply analyzed.The study found that the major shareholders of ST Tianma used five embezzlement methods in the process of profit embezzlement,such as embezzlement of corporate funds through connected transactions,acquisition of personal assets at a high premium,embezzlement of corporate funds through forged transactions,illegal inflow of foreign loans into major shareholder controlled enterprises,illegal guarantee for major shareholder controlled enterprises.This paper then makes an indepth analysis of the economic consequences of the major shareholders’ benefit encroachment from short and long term time dimensions respectively.The analysis found that in the short term,the stock price of enterprises fell,cash flow shortage,debt and interest expenses soared,involving a number of lawsuits.In the long run,the enterprise value declines,the financial risk rises,and the ability to make profits and pay debts are affected.This paper further analyzes from the perspective of internal supervision and external supervision of enterprises,and concludes the causes of the interest embezzlement incident: 1.2.The supervisory function of the Board of supervisors is lacking.3.Members of the Board of Directors are related to major shareholders.4.Loopholes exist in the internal examination and approval system.V.The external regulatory system is not sound.Vi.Non-standard disclosure of related transactions.On the basis of the above analysis,through the combination of theory and case analysis,this paper puts forward the following six policy suggestions from the perspective of feasibility: 1.Specifically,we can introduce institutional investors,increase employee shareholding ratio,and enhance the participation of minority shareholders.Ii.Establish the accountability system of the Board of supervisors.The duties and obligations of the members of the Board of Supervisors shall be clearly defined,and punishment contents shall be formulated respectively for different degrees of dereliction of duty,and the performance behavior of the board of supervisors shall be regulated through strict punishment measures and increased punishment intensity.3.Prevent the illegal connection of interests of board members.Improve relevant systems,strengthen the supervision and assessment of the operation of the board of directors,and give full play to the supervisory role of independent directors.Fourth,improve the internal examination and approval system.Check and improve the loopholes in the process of examination and approval,strengthen the construction of internal audit.Fifth,improve the external oversight system.On the one hand,an early warning mechanism should be established to strengthen prior supervision,and on the other hand,a response letter evaluation mechanism should be established to improve the effectiveness of inquiry letter supervision.At the same time,the input of regulatory resources should be increased to encourage various parties to actively participate in market supervision and play a stronger role of self-discipline supervision.6.Strengthen disclosure of related transaction regulations.Establish the enterprise related party information network to realize the one-key query of enterprise related party relationship and related transaction. |
