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论文编号：	479
作者编号：	2120062273
上传时间：	2009/1/4 20:02:36
中文题目：	外资私募股权投资基金对我国公司
英文题目：	The influence of foreign priva
指导老师：	李维安教授
中文关键字：	私募股权投资基金 公司治理 跨国
英文关键字：	Private Equity Corporation go
中文摘要：	进入21世纪以来，在全球经济一体化的大背景下，一轮新的跨国并购浪潮拉开了帷幕。在这次浪潮中，私募股权投资基金成为其中最为活跃的因子。在对我国经济的乐观预期和人民币升值趋势驱动下，中国成为外资私募股权投资基金进行并购的主要标的。外资私募股权投资基金的规模之巨大，已经改变了中国资本市场的现状，更重要的是，外资私募股权投资作为一种跨国并购行为，改变了我国公司治理的外部环境，也以极大的热情参与了公司的内部治理。私募股权投资基金，对我国的公司治理产生了深远的影响。 本文回顾了私募股权投资基金在国际上的发展历程，描述了外资私募股权投资基金在我国的发展现状。重点分析了外资私募股权投资基金在中国进行投资时，产生的区别于其在美国本土投资的新趋势，并基于对中美不同公司治理模式的分析，归纳了外资私募股权投资基金在中国本土发展中呈现的特点。 其次，本文研究了私募股权投资基金对我国公司治理的影响问题。通过对影响因素的剥离和分析，分析了影响公司治理的宏观和微观因素，研究了其产生作用的机制和原理，预测了中国公司治理模式在私募股权投资基金的影响下，将呈现的发展趋势。 最后，本文列举了部分私募股权投资基金为中国公司治理带来的新问题，重点对私募股权投资基金的短期利益行为和二重代理行为进行了分析，提出问题所在，并结合案例进行了分析。
英文摘要：	Since the 21st century，on the ground of global economic integration, a new round of Cross border M&A has began. Private Equity (PE) plays an important role during this period. The global capital market development shows the "large fund, small banks" pattern. Because of the optimistic anticipation to the China economy and a rising anticipation to exchange rate of RMB, China market has become the main target of foreign PE. Since 2005, Morgan Stanley, Carlyle, Blackstone, the Joint Sino-British and other international private equity funds have been carrying out large-scale foreign investment in China M & A business. Due to the huge scale of foreign PE, the China capital market has been greatly changed, furthermore, foreign PE has changed the external governance environment,and has taken part in corporation internal governance with highly passion. PE has strongly influence on the corporation governance system. In this dissertation, the development of foreign PE would be reviewed in the first part. I also would present situation of foreign PE investment in China market and analyze the different features between China PE market and foreign PE market in this part. The second part would mainly cover the impact of PE upon the corporation governance of China, prediction on the new tendency of China PE development and the work principle research. Besides, by the means of analyzing the interrelated factor, the macroscopic factors and microcosmic factors that affect the corporation governance will be explained in detail. In the final part, the new problems brought by PE development in the field of corporation governance such as “short term benefit problem” and “dual agency problem” will be listed and analyzed by the means of case study. This article holds that foreign private equity investment funds is the new trend of mergers and acquisitions of foreign capital, is an emerging force in China's domestic capital market .Private equity funds will also go through a relatively long period of development in this period, foreign private equity Investment funds are still dominant. The rise of foreign private equity funds in China has enriched the connotation of the capital market, which comes into a more effective corporate governance in the external environment. In this paper, different from the improvement of corporate governance from pressure of mergers and acquisitions ,foreign private equity funds as a means of financing, makes part of the Chinese enterprises, especially in emerging sunrise industry create a "look forward to mergers and acquisitions," hoping that through setting up a similar corporate governance structure in the Britain and the United States, attracting more foreign investment and private equity investment funds, in order to achieve financing. The expect forces companies self optimize corporate governance. At the same time, this effect will be adopted by the model, corporate governance impact on China's overall appearance. Foreign private equity funds as a foreign mergers and acquisitions, will inevitably affect China's mode of governance. China's current foreign private equity investment funds, are mainly from the United States, Britain and other developed countries, therefore, the national model of the United States and Britain has the greatest impact on corporate governance in China. But at the same time, the Anglo-American model of corporate governance can not be copied into the mode of China, China's corporate governance model, will be affected by the Anglo-American model, combined with China's national conditions-the localization process. Britain and the United States is the equity-oriented corporate governance structure, sharing a high degree and rapid movement of decentralization. The board of directors is in an important position, which also affected the private equity investment funds to exercise the rights of shareholders. From China's current M & A cases, foreign private equity fund showing large-scale, industry specific characteristics, usually have the purpose of becoming the majority shareholder and show the enthusiasm for corporate governance, which are different in terms of development with foreign private equity investment funds in foreign countries. This article focuses on the influences of foreign private equity investment funds on corporate governance in China. From the macro and micro point of view, these factors are analyzed. Foreign private equity fund’s mergers and acquisitions change China's external capital markets, the ownership structure and capital structure, impact China's corporate governance structure and corporate governance philosophy, which affect the status quo of China's corporate governance. This article holds that the one emergence of private equity funds is to focus on good corporate governance of professional organizations, and focus on investment management. The impact of foreign private equity investment funds on corporate governance in China, in general, optimize China's corporate governance, and to a certain extent, address the corporate governance of our responsibilities which is not clear benefit. At the same time, foreign private equity investment funds have brought a series of theoretical and practical issues for China's corporate governance, maybe having a negative impact. For example, foreign private equity investment funds normally have a duration of three to five years or so and then, through such means as listed companies and profits from investment, foreign private equity investment is more than a short-term interest, in this regard will help the company’s short-term optimization, on the other hand, the company's strategic management may meet constraints, the company's managers may be encouraged in short-term transitional incentives. Based on the analysis of short-term interests ,we recommend some suggestions, such as the sound of foreign private equity investment funds from the mechanism, improve the foreign acquisition of private acts, such as the terms of the contract. In addition, we analyze the problem of the foreign private equity investment funds existing in the operation of the double-agentand the principal agent. At the same time, foreign private equity funds as a means of financing, are often the subject of the game and this game is often part of the result of the shareholders to give up its right to determine the company's development strategy, such as the right to replace the senior management Rights and so on. This dual agency relationship makes private investors as a "special shareholder". This special shareholders, which may affect their investment in the business of the exercise of the rights of shareholders, is a new problem brought by private equity investment funds.
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