上市公司隐性MBO的四大类型

近来,上市公司隐性MBO愈演愈烈,已经发展形成典型的四大类型:收购母公司间接控制型,收购子公司迂回实现型,拍卖、托管等快捷变通型和地下隐蔽型.本文通过分析认为隐性MBO产生的实质在于巨大的财富转移效应引起的直接利益驱动.只有消除产生财富转移的股权基础,我国MBO才能够真正实现价值创造.同时,增加透明度、完善现有法规监管体系以强化约束力,是抑制隐性MBO诸多问题的有效措施和杜绝不公平交易的基础.

Four Types of Listed Companies' Recessive MBO

Recently, listed companies' recessive MBO is becoming increasingly intense, forming already its four types: the type of indirect control by acquiring parent companies, the type of roundabout making by acquiring subsidiaries, the type of quick flexibility by auction and trusteeship and the type of underground recession. Through an analysis, this paper holds that the crux of recessive MBO lies in the direct stake driving brought about by the effect of large wealth transfer. Only by removing the equity basis that gives rise to wealth transfer, can our MBO be made value-crating. Moreover, taken should be effective measures such as enhancing transparency and improving existing supervision systems so as to root out the base of unfair dealings and to check above-mentioned problems.