企业兼并中的人际关系磨合成本研究

兼并会造成企业内社会资本的损失,兼并中的人际关系磨合成本是一种交易成本,磨合过程可以视为"交易成本资本化",从而形成新的社会资本的过程.本文重点分析了影响企业兼并中磨合成本的主要因素:兼并者与被兼并者的相对规模,相对绩效和相对市场竞争力,各自所属产业或行业及产业或行业关系,兼并前的业务与人员往来,兼并方式及政府在兼并中的作用,兼并后对被兼并者管理人员的安排,以及兼并后兼并者对被兼并者实行控制的方式.本文还比较了东亚与西方企业的兼并,在其他情况相同的条件下,东亚企业兼并中的人际关系磨合成本较高,磨合期较长,并在实际上减少了兼并,介于企业与市场之间的组织形式更为发达.     

WHO GETS PRIVATISED? AN EMPIRICAL ANALYSIS OF POLISH MANUFACTURING

ABSTRACT ** :  This paper employs a multinomial logit model to examine what determines the choice of a particular firm for a given privatisation method. A variety of hypotheses about possible determinants of ownership change are tested using an extensive data set for Polish manufacturing at the beginning of transition. The results at a firm as well as at a sector level give strong support to the hypothesis of the importance of resource constraints on the choice of ownership. Large firms with high financing requirement are more likely to be owned by outsiders. High sectoral capital intensity discourages small insider owned firms while high degree of product differentiation is a constraint for different investors, with the exception of outsiders. We also find that firm quality, measured by profitability and exporting outside the Soviet block, appeals to all types of investors but, additionally, privatisation offers outsiders ways of entering sectors with substantial entry barriers.     

Bargaining externalities in a privatization programme

In privatization programmes, the state commonly keeps a minority ownership stake in firms. We provide an explanation based on the externality that privatization of one firm has on the profitability of others. If this externality is negative, as with oligopolistic firms, the government can gain a strategic advantage in bargaining over the sale of one firm if it keeps an ownership share in another. We consider both the simultaneous and the sequential sale of firms. The results apply to the period in which privatization takes place, and are consistent with the delayed sale of minority ownership often observed in practice.     

Investment Liberalization and Cross‐Border Acquisitions: The Effect of Partial Foreign Ownership

This paper investigates the optimal strategy for a multinational to conduct FDI. We find that the incentives to use acquisition rather than greenfield investment change significantly if the multinational is allowed to have already an ownership interest in the target local firm before the market is fully liberalized. Interestingly, when investment costs are sufficiently high, the multinational prefers not entering the market at all with partial ownership in place, whereas a cross‐border takeover would be the optimal entry mode otherwise. For intermediate levels of entry costs, holding a stake in the local producer reverses positively the profitability of a full acquisition compared to greenfield investment.     

Partial ownership and cross-border mergers

Partial ownership can be used as a screening device by a foreign firm which wants to merge with a local firm whose productivity is private information. As partial ownership is confined to sharing future merger profits, it cannot achieve complete separation in all cases but improves expected merger gains also in an equilibrium which is not fully separating. Without partial ownership, the foreign firm potentially discriminates against high productivities. In a pooling equilibrium with partial ownership, however, it will potentially discriminate against intermediate productivities.     

Divestitures,privatization and corporate performance in emerging markets

We use new firm‐level data to examine the effects of firm divestitures and privatization on corporate performance in a rapidly emerging market economy. Unlike the existing literature, we control for accompanying ownership changes and the fact that divestitures and ownership are potentially endogenous variables. We find that divestitures increase the firm's profitability but do not alter its scale of operations, while the effect of privatization depends on the resulting ownership structure – sometimes improving performance and sometimes bringing about decline. The effects of privatization are thus more nuanced than suggested in earlier studies. Methodologically, our study provides evidence that it is important to control for changes in ownership when analyzing divestitures and to control for endogeneity, selection and data attrition when analyzing the effects of divestitures and privatization.     

Bargaining, Bonding, and Partial Ownership

This article provides a theory of interfirm partial ownership. We consider a setting in which an upstream firm can make two alternative types of investment: either specific investment that only a particular downstream firm can use or general investment that any downstream firm is capable of using. When the benefits from specific and general investments are both stochastic, equity participation by the downstream firm in the upstream firm can lead to more efficient outcomes than take-or-pay contracts. The optimal ownership stake of the downstream firm is less than 50 percent under a natural assumption about relative bargaining power.     

Factors Influencing Corporate Environmental Protection Activities for Greenhouse Gas Emission Reductions: The Relationship Between Environmental and Financial Performance

This paper analyzes the relationship between a firm??s greenhouse gas (GHG) emissions and its profitability in Japanese manufacturing. Defining the difference between the marginal revenue and cost of reducing GHG emissions as the ??net benefit,?? which is endogenously characterized by various factors, we estimate a switching regression model where the sign of the net benefit determines the relationship between GHG emissions and profitability. Our empirical analysis focuses on ISO 14001 adoption, market competition, uncertainty, financial flexibility, and share ownership structure as the factors, and indicates that firms with low firm-specific uncertainty, high financial flexibility, and a high proportion of large shareholders tend to have a nonnegative net benefit, so that the positive relationship between their GHG emissions and profitability is mitigated. On the other hand, although ISO 14001 adoption is generally considered to be an indicator of a firm??s stance on environmental proactiveness, it does not provide a sufficient incentive to reduce emissions. Factors such as uncertainty, financial flexibility, and share ownership structure are more important to GHG emission reductions.     

Partial Ownership For The Public Firm And Competition

This paper investigates the issue of partial ownership (partial privatization) of a state-owned public enterprise. We elaborate on the framework of Matsumura (1998) by allowing for managerial inefficiency, and show that under moderate conditions partial ownership is a reasonable choice of government in a monopoly market as well as in a mixed duopoly market, where a public firm competes with a profit-maximizing private firm. We also provide some economic rationale on the result that neither full privatization nor full nation-alization is optimum.     

Commercial Policy and Foreign Ownership

Foreign multinationals often not only export but also control local firms through FDI. This paper examines the various effects of trade and industrial policies when exports and FDI coexist. We focus on the case in which a foreign firm has full control of a local firm through partial ownership. Cross‐border ownership on the basis of both financial interests and corporate control leads to horizontal market linkages through which tariffs and production subsidies may harm locally owned firms but benefit the foreign firm. Foreign ownership regulation benefits locally owned firms. These results could have strong policy implications for developing countries that attract an increasing share of world FDI.     

Relationship between management ownership and firm value among the business group affiliated firms in Korea

In this paper, we revisit an old issue on the relation between management ownership and firm’s value. The Korean panel data on the business group firms, allows us to compute ownership right and control right separately for each business group affiliated firm. Our measures are different from the similar measures on the Korean firms as in Baek et al. (2004) or Joh (2003). Rather than confounding the two offsetting effects, this paper tests convergence of interest hypothesis and entrenchment hypothesis separately. Empirical findings show that, given control right, there is no clear-cut relation between firm value and the inside management ownership for most firms with the inside management ownership less than 42%, that there is a positive relation between firm value and the inside management ownership for those firms with the inside management ownership higher than 42%, and that, given ownership right, profitability decreases as control right increases.     

股权集中度和股权制衡及其对公司经营绩效的影响

在对大股东的性质作出清晰界定的基础上,本文考察了中国上市公司的股权集中度和股权制衡情况及其对公司经营绩效的影响。研究发现:股权集中度和经营绩效之间有着显著的正向线性关系,而且这种关系在不同性质的控股股东中都是存在的。具体来说,在中央直属国有企业和私有产权控股的上市公司中股权集中度所表现的激励程度最高,地方所属国有企业控股的上市公司次之,而国有资产管理机构控股的上市公司最低。同时,过高的股权制衡程度对公司的经营绩效有负面影响。但是,不同性质外部大股东的作用效果有明显差别,而且其在不同性质控股股东控制的上市公司中的表现也不尽一致。     

Post-privatization corporate governance and firm performance: The role of private ownership concentration,identity and board composition

We examine and analyze the post-privatization corporate governance of a sample of 52 newly privatized Egyptian firms over a period of 10 years, from 1995 to 2005. We look at the ownership structure that results from privatization and its evolution; the determinants of private ownership concentration; and the impact of private ownership concentration, identity and board composition on firm performance. We find that the state gives up control over time to the private sector, but still controls, on average, more than 35% of these firms. We also document a trend in private ownership concentration over time, mostly to the benefit of foreign investors. Firm size, sales growth, industry affiliation, and timing and method of privatization seem to play a key role in determining private ownership concentration. Ownership concentration and ownership identity, in particular foreign investors, prove to have a positive impact on firm performance, while employee ownership concentration has a negative one. The higher proportion of outside directors and the change in the board composition following privatization have a positive effect on firm performance. These results could have some important policy implications where private ownership by foreign investors seems to add more value to firms, while selling state-owned enterprises (SOEs) to employees is not recommended. Also, the state is highly advised to relinquish control and allow for changes in the board of directors following privatization as changing ownership, per se, might not have a positive impact on firm performance unless it is coupled with a new management style.     

国有企业上市对绩效的影响:一种处理效应方法

本文基于1998—2007年中国制造业企业层面面板数据,从盈利、效率和投资三个方面对中国国有企业公开上市对其绩效的影响进行研究。我们特别考察了数据中的样本选择偏差,并且引入项目评估计量经济学中非参数的处理效应估计方法以控制选择偏差以及由此导致股权结构的内生性问题。我们发现公开上市的企业的绩效在上市之前就相对良好。在控制了这种差别及其他的影响因素后,上市提高了国有企业的销售利润率、净利润水平、人均销售额和人均利润额,并促进了企业的资本支出和长期投资。这一结果与忽略选择偏差和内生性时所得到的估计结果有明显差异。     

Ownership Structure and Firm Performance: Evidence from Vietnamese Listed Firms

We examine the effect of ownership structure on firm performance, for firms listed on Vietnamese stock exchanges, using 2744 firm‐year observations over the period from 2007 to 2012. We find a non‐linear relationship between ownership structure and firm performance. State ownership has a convex relationship with firm performance. This paper finds that firm performance increases beyond 28.67 percent level of state ownership. Foreign ownership has a concave relationship with firm performance. We find that firm performance increases with an increase of foreign ownership up to a level of 43 percent and then decreases. Policy makers should encourage foreign ownership and widely dispersed state ownership in firms, which can help improve firm performance.     

Partial vertical ownership

A backward ownership interest held by a downstream firm yields a partial rebate of the upstream margin. Input demand increases with backward ownership, and the upstream firm optimally responds by raising price. With symmetric costs, every downstream firm's equilibrium input/output choice is invariant across a class of ownership profiles, including uniform ownership. Moreover, equity trading results in uniform holdings, so partial vertical ownership may have no real effects. With asymmetric costs ex ante, equity trading amplifies the asymmetries and shifts output toward lower-cost firms. With homogeneous goods, this improves producer and total surplus. With differentiated goods, it may harm consumers.     

合谋和风险投资合约设计的关系探讨

风险企业独特的所有权结构值得研究。给出了一个理论框架，在这个框架里，风险企业的控制权和现金流量权安排都得到了说明。在风险企业里，风险资本家的主要功能是监督。要保证监督的有效性，必须赋予其对风险企业的控制权。为了发挥其监督功能，风险投资合约必须防止合谋。     

我国企业集团化与企业绩效关系实证研究

企业集团化是指企业之间通过股权与其他方式的联结,组建企业集团的行为。作为一种在我国改革开放后新出现的组织形式,企业集团引起了我国众多学者的研究兴趣。本文主要选取在沪、深两地上市的制造业企业作为研究样本,对我国企业集团化与企业绩效的关系进行了实证研究。     

辽宁上市公司资本结构影响因素研究

运用多元回归分析法研究了辽宁43家上市公司资本结构的特点和影响因素。根据实证分析的结果,发现盈利能力和股权结构与资本结构存在显著的负相关关系,企业规模与资本结构存在显著的正相关关系,企业的收益波动性和资产抵押价值与资本结构具有较弱的正相关关系。根据分析结果针对辽宁上市公司具体情况及资本市场发展现状提出了优化资本结构的一些建议。     

The effect of family ownership on corporate hedging: the case of Thailand

We explore how corporate hedging decisions are affected by family ownership and control in Thailand. One crucial advantage of investigating this issue in Thailand is that hedging instruments became available only recently, long after families established their presence in the firm. Thus, endogeneity is much less likely. The evidence shows that family ownership by itself does not have a significant impact on the firm’s propensity to hedge. However, when family members have a presence on the board of directors, the firm is significantly more likely to engage in hedging activities. Furthermore, we find that the presence of institutional blockholders also increases the likelihood of hedging significantly. Our study is the first to examine the impact of family ownership and control on corporate hedging behaviour in an emerging market.