终极产权控制下的私利行为及其治理——基于异质控制机制的研究述评

有学者通过追溯产权控制路径研究,发现很多国家的上市公司受到终极控股股东的控制。终极控股股东通常通过金字塔股权结构、交叉持股和优先表决权的一股多票等方式实际控制着上市公司,对公司行使不对称的控制权与所有权,从而引起控制权私利行为等代理问题。文章从终极产权控制理论发展脉络出发,重点梳理和总结了双重股权结构、金字塔股权结构和交叉持股等三种异质终极产权控制机制下的控制权私利行为及其治理途径。

Private Benefits Behavior and Its Governance under the Control of Ultimate Ownership-Based on the Review of Heterogeneous Control Mechanisms

Some scholars find that the listed companies are controlled by ultimate controlling shareholders in many countries by the research on tracing back the control paths of ownership. The ultimate controlling shareholders actually control the list-ed companies by way of a stock with multiple voting rights, such as the pyramid ownership structure, cross-shareholdings and priority right to vote, etc. They exercise asymmetric control and ownership on the companies, and can cause agency prob-lems, such as private benefits behavior of control. Based on the development context of ultimate ownership control theory, the paper focuses on sorting out and summarizing private benefits behavior of control and its governance approaches under three heterogeneous control mechanisms of ultimate ownership, which are the dual ownership structure, the pyramid owner-ship structure and cross-shareholdings.