| Effective prevention and resolution of financial risks has always been the only way to promote the high-quality development of China’s finance.Nowadays,institutional investors have become important participants in China’s capital market,contributing to the rapid development of the capital market.At the same time,we should also see the huge risks that institutional investors may bring to the company and even the capital market if they maliciously compete for control.In this thesis,Dalian Shengya Tourism Holding Co.,Ltd Tourism Holding Co.,Ltd is selected as the case study object,because the struggle for control right is actually a "collusion" between institutional investors and minority shareholders,and the path of the struggle is unique.Therefore,it is believed that the study of this case has important practical significance for the heterogeneity of institutional investors,how to standardize the struggle for control right of listed companies,and how to prevent and resolve major financial risks in the capital market.This thesis adopts the methods of case study and comparative analysis,centering on the whole process of institutional investors’ struggle for control of Dalian Shengya Tourism Holding Co.,Ltd,deeply analyzes the reasons,paths and consequences of their struggle for control,and finally draws conclusions and suggestions.First of all,this thesis sorted out the beginning and end of Dalian Shengya Tourism Holding Co.,Ltd control contest event,determined that it was malicious control contest event,and then analyzed the reasons for control contest.Secondly,this thesis summarizes the specific path and characteristics of institutional investors competing for corporate control.Then this thesis sorts out the influence mechanism of this kind of control struggle on the company,and lists the specific consequences of this control struggle.Finally,this thesis puts forward some suggestions from two aspects: corporate governance and external supervision.This thesis finds that:(1)The reason why institutional investors compete for control of Dalian Shengya Tourism Holding Co.,Ltd is to gain short-term control benefits,and the loopholes of Dalian Shengya Tourism Holding Co.,Ltd itself provide opportunities for it.(2)In this case,the specific path for institutional investors to fight for control includes three steps: institutional investors and minority shareholders increase their shares simultaneously through the external market,minority shareholders enter the company in advance to modify the company’s articles of association,and institutional investors and minority shareholders obtain the majority of board seats.There are three main characteristics of this control struggle: concealing the identity of the "concerted actor" in the whole process,concealing the mode of "collusion",and complementing each other’s advantages to improve the success rate.(3)The mechanism of controlling right competition affecting the company is mainly the conflict of interests between institutional investors and other shareholders of the company,which causes them to have short-term behavior of ignoring the long-term development of the company,and the way of "collusion" for control rights has seriously damaged the company’s information transmission mechanism.And the concrete consequence of institutional investors’ malicious competition for control rights is that the company’s own development and the interests of stakeholders are seriously damaged.To sum up,this thesis puts forward some suggestions: from the perspective of the company itself,it should not only take multiple measures in advance to improve the company’s defense ability of control rights,but also standardize the company’s internal management.From the perspective of external supervision,it is necessary to implement regulatory measures in detail to deal with the abnormal competition for control in the market,and strengthen the protection of the rights and interests of stakeholders. |
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