| Xiaomi corporation’s listing event in 2018 has landmark significance in the promotion of dual-class share structures’ localization.In order to explore governance effect of corporation after the localization of dual-class share structures,the thesis analyzes Xiaomi corporation,the first dual-class share structure’s corporation on the Hong Kong Stock Exchange.The thesis reviews domestic and abroad relevant research findings.On this basis,this thesis uses corporate governance theory and capital structure theory,and uses method that combines normative analysis and case analysis to conduct a case study on the corporate issue of dual-class share structure.The research content includes three parts: The first part is theoretical analysis,that is,combined with comparative analysis method,the part discusses dual-class share structure’s fundamental issues which include characteristics,motivations,scheme design and governance effects.The second part is case analysis,which analyzes Xiaomi’s dual-class share structure and its governance effects.This part first introduces general situation of Xiaomi corporation.And based on HKEx regulations and articles of association,this thesis makes a detailed analysis of the design content of Xiaomi’s dual-class share structure from three aspects : the rights distribution and constraint provisions of stocks,the rights distribution and constraint provisions of shareholders,and the structure’s exit mechanism.Finally,from angles of companies,founders and investors,the thesis combines the qualitative analysis method and quantitative analysis method to illustrates the application effects of dual-class share structure,and explains what can be used for reference and needs to be improved in the case.The third part is countermeasures and suggestions,that is,based on the case study,specific enlightenments are put forward.Some viewpoints and conclusions are summarized through case study of the dual-class share structure.The main points are: the dual-class share structure has a significant positive effect in helping the corporation protect founders’ control rights,improve operating efficiency,and extend financing channels.But it also brings some negative problems,such as higher agency costs,weak mechanisms of supervision and elimination,and greater inheritance risk.Therefore,companies and relevant supervision departments should design dual-class share structures rationally,improve internal governance mechanisms,and strengthen external supervision in order to make the application of dual-class share structures more scientific and reasonable. |
