企业控制机制:控制权争夺的边界和效应

公司兼并和收购市场中企业控制权机机制、控制权争夺的价值、控制权争夺的福利效应、大股东在公司控制权争夺中对公司政策产生影响。外部性排除了负有义务的股东完全取得接管收益的可能性,无论控制权争夺的结果如何,股东财富在控制权争夺其间是增加的。从股东的福利效应方面来说,控制权争夺的失败也就是股东财富的损失。大股东提高了预期利润,并且他们所占股份越多,则提高越大。董事会的失误导致了敌意接管的出现,可由公司控制的外部市场对董事会的疏忽作用进行弥补。

Enterprises Control Mechanism: the Boundary and Effect of Control Contests

Such issues affect corporate policy making including control mechanism, the value and welfare effect of control contest, large shareholders' influence. In addition, empirical evidence shows that market share prices and returns on share are related to corporation control contests and large shareholders governance. Such findings imply that externality excludes the possibility of fully accepting the gains for incumbent shareholders. Whatever the results may be in the control contests, shareholders' wealth gets increased during the periods of control contest. For the welfare effect of shareholders, however, successful control contests leads to the loss of shareholders gains. The expected profits increase with more shares held by large shareholders. It concludes that the hostile takeover resulted from the fault of corporate board, and the replacement of the oversight function of the board by the external market for corporate control may be deemed the best compensation.