铁路非运输企业股改上市路径探讨

铁路非运输企业股改上市是国铁资产股权化证券化的重要组成部分,也是深化铁路非运输企业混合所有制改革的关键。铁路非运输企业股改上市与铁路运输主业以及其他类型的公司相比有所不同。在分析铁路非运输企业特性基础上,阐明其股改上市面临的主要问题以及待突破的重点,最后以哈尔滨国铁科技集团股份有限公司为例,从企业内部重组、引入战略投资人、股份制变更以及IPO申报等方面,提出铁路非运输企业股改上市的具体路径以及股改上市后需要进一步完善的事项,研究可以为铁路非运输企业改革提供借鉴。     

QDII制度:A股市场国际化进程中的制度创新

本文认为QDII制度作为A股市场国际化进程中的一种创新,其中关于制度的投资机制和投资流程值得重点关注,同时该制度的实施可能在一定程度上对香港和内地股市造成影响。     

Study on Problems of Group of Companies Listing as a Whole and Corporate Governance

Listing as a whole refers to reorganize all the enterprises＇ businesses, establish a stock corporation and increase capitals to list by issuing social public shares. TCL Group and Wuhan Iron and Steel （Group） Corporation have set a good example for other groups of enterprises that have parts of their assets listed, and will guide groups of enterprises which are affiliated to the center authority of China to list their assets. Listing as a whole, is beneficial to make clear the complex share-holding relationships between the group and its affiliates. It will also be beneficial to improve the whole structure of corporate governance, decrease the correlation trade, reduce the information disclosure cost, and solve the problem of the correlation trade between the group and its affiliates. However, it is far beyond the standard of what standardized corporate governance requires. Standardized corporate governance at least possesses two factors： One is the equality of the rights of shareholders, namely the same share with the same rights; the other is the clear rights boundary of the stakeholder and the existence of the efficient mechanism of equilibrium of rights. These two factors do not have the necessary relations to whether the group list as a whole or not, but depend on the maturity of the market and the soundness of the law and regulation.     

State-owned enterprises going public The case of China

Public listing is a key reform measure for large state‐owned enterprises (SOEs) in China. We find evidence that public listing lowers state ownership significantly, lessens firms’ reliance on debt finance, and allows firms to increase capital expenditure, at least temporarily. We also find that ownership structure affects post‐listing performance. However, we find no statistical evidence of a positive effect of public listing on firms’ profitability. We suggest alternative interpretations of the last finding.     

中国企业跨国经营的“离岸化陷阱”

近年来国内企业兴起了一股离岸化发展的热潮,大批的企业特别是民营企业纷纷走出国门,在国际离岸金融中心设立离岸公司,并且利用海外注册的离岸公司对国内进行投资,在充分利用离岸金融中心的相关便利的同时也能享受国内的相关吸引外资的优惠政策。这种“走出去”模式虽然会使中国企业较快的融入世界经济,可是由于国内外相关政策法规的完善和国内外经济形势的变动,很有可能使这些企业陷入一种“离岸化陷阱”。     

中国企业海外并购的法律障碍及其对策研究

海外并购逐渐成为中国对外直接投资的主要形式。中国企业进行海外并购面临的法律障碍主要来自政府的特许审核方面、海外投资保险、反垄断审查和竞争政策、反收购风险、本国政府审批制度方面以及法律制度和法律文化的差异、经营阶段的法律风险等方面。为促进中国企业海外并购，从宏观方面应制定和完善相关法律法规，从企业层面应重视与海外并购相关的法律问题。     

Earnings Conservatism, Litigation and Contracting: The Case of Cross‐Listed Firms

Abstract:   We compare earnings conservatism of UK companies cross‐listed in the US to that of UK companies without a US‐listing. We expect that conservatism will be more pronounced for cross‐listed firms than for firms with a UK listing only, because the cross‐listed firms face a stricter enforcement regime. Furthermore, cross‐listed firms may use a listing on a US exchange to signal high‐quality reporting to investors. Using a matched‐pairs research design, we find that earnings of UK cross‐listed firms are significantly more conservative than earnings of UK firms without a US listing. Moreover, cross listed firms display particularly high levels of conservatism during the early years of their cross‐listing. This indicates that firms use earnings conservatism to commit to highly demanding reporting requirements and in doing so communicate a perception of investor care.     

Ownership of Cross–Listed Equities: An Investigation of Turnover, Diversification, and Risk

Using data for a sample of Malaysian stocks that are traded in both Malaysia and Singapore, we show that the turnover rate (trading volume relative to shares held) is significantly higher in the foreign market than in the domestic market. We also find that ownership of cross–listed shares by foreign investors is not motivated by diversification benefits. Instead, we find that the proportion of a firm's shares held in Singapore is directly related to the firm's level of systematic risk.     

Overseas equity analysis by UK analysts and fund managers

This paper examines how UK-based analysts and fund managers cope with international differences in financial reporting systems when analysing overseas equities. This subject has become increasingly important given the internationalisation and institutionalisation of equity markets. Our results indicate that there is a substantial reliance on sources other than the annual report by both groups when analysing overseas companies. We also find considerable variation in the approach to analysing equities internationally. In particular, we find evidence that there is greater reliance on alternative sources to accounting information (such as other foreign analysts) in countries characterised as having weak equity markets. Finally, we examine the coping mechanisms that analysts and fund managers employ when analysing overseas securities, including reliance on locally based analysts, use of non-accounting information, use of more familiar accounting standards and re-stating accounts to a more familiar basis.     

境外投资所得税收管理存在的问题与解决措施

本文分析了当前我国境外投资税收管理存在的主要问题,如境外投资的现行税收政策不够完善、税收管理权限不明确等,并就如何加强境外投资所得税收管理提出了相应对策。