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1
Anyadiegwu, Okay Hyacinth. "Minority shareholder's remedies in corporate law." Thesis, University of British Columbia, 1991. http://hdl.handle.net/2429/42044.
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Investment in the corporate venture may sometimes be a risky venture for the
minority shareholders. Apart from the business risk of the undertaking, there is also
the risk of disagreement within the corporate organization. The interests of minority
shareholders has often been made virtually worthless by the machinations of those in
control of the corporation. They are often deprived of any income from the
corporation either in the form of dividends or salary, they are not allowed any effective
voice in the business decisions and they are denied any information about corporate
affairs. Often, they are eventually eliminated from the corporation at a fraction of the
real value of their interests.
Conflicts of interests which exist or develop among the shareholders constitute a
threat to the success of the venture. In the absence of protective mechanisms, control
is in the hands of the holders of the majority of the corporation's voting shares. While
remedies do exist in the law for problems which arise unexpectedly, much could be
done at the inception of the business venture to reduce the possibility of conflicts of
interests arising. Careful planning in the initial periods of the incorporation of the
corporate organization will do-much to reduce the risk to investors and provide them
with a structure for their relationships.
However, even detailed planned and constructed contractual mechanisms do not
always take care of the wide variety and forms which the suppression of minority
interests may take. The contractual arrangements may be inadequate to take care of
unforeseen future contingencies. Corporate law and the statutory provisions play active
role roles here. By providing the statutory remedies, the law enables minority
shareholders to either prevent the threat or rectify the abuse of corporate power. But
most of these corporate law remedies are surrounded with procedural requirements and
other technicalities which may diminish their utility as protective weapons available to
the minority shareholders.
The purpose of this work is to examine the adequacy of the statutory protections
available to the minority shareholders vis-a-vis the private contractual mechanisms
which also protect their interests. This study will develop its lines of enquiry by
considering the leading schools of thought in corporate law. These schools are the
traditional legal view and the economic approach to corporate law. While the
traditional approach supports state intervention in the corporate affairs either by
regulation or the facilitation of shareholder litigation, the economic approach views the
corporation as founded on private contract where the role of the state is limited to
enforcing contracts entered into by the participants in the intra corporate contract.
Notwithstanding the adoption of contractual mechanisms by the shareholders
and the development of the economic approach to corporate law with emphasis on the
dynamics of the market forces which align the interests of management with that , of
shareholders, this study suggests that minority shareholders still need the protection
afforded by the statutes.Law, Peter A. Allard School of
Graduate
2
Wang, Kun. "From government to corporation : largest shareholder's change and firm performance /." View Abstract or Full-Text, 2003. http://library.ust.hk/cgi/db/thesis.pl?ACCT%202003%20WANG.
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3
John, Marie E. "An analysis of the shareholder's buy-sell agreement in the Canadian close corporation." Thesis, University of Ottawa (Canada), 1990. http://hdl.handle.net/10393/5629.
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KUTUFA', ILARIA. "Circolazione delle azioni e legittimazione all'esercizio dei diritti del socio." Doctoral thesis, Università Cattolica del Sacro Cuore, 2008. http://hdl.handle.net/10280/210.
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Il lavoro ha affrontato la tematica riguardante la disciplina del trasferimento delle azioni. In particolare, l'attenzione si è concentrata sulla formalità dell'iscrizione nel libro soci. A tale riguardo, si è posto il problema di comprendere se essa costituisca ancora il mezzo necessario per il conseguimento dello status socii. Con riferimento alle s.p.a. che emettono titoli, si è ravvisato nel possesso qualificato del titolo l'unico indice di legittimazione necessario e sufficiente in caso di trasferimento a mezzo girata, riconoscendo all'iscrizione nel libro soci la funzione di elemento necessario (ma comunque insufficiente, se isolatamente considerato) all'acquisto della legittimazione in caso di trasferimento dell'azione per atto separato e di circolazione mortis causa. Si è, comunque, escluso che le novità introdotte abbiano surrettiziamente trasformato le azioni in titoli all'ordine. In assenza di titoli, si è evidenziato che l'iscrizione ha sempre funzione legittimante come accade in caso di trasferimento di quote di s.r.l. In presenza di azioni dematerializzate, si è sottolineato che l'iscrizione nel libro soci perde ogni funzione legittimante, posto che l'avente causa acquista lo status di socio tramite registrazione sul conto tenuto dall'intermediario. Si è giunti alla conclusione che, al di là della funzione cartolare, a-cartolare o scritturale, l'annotazione nel libro soci rappresenta, esaltando il suo ruolo organizzativo, l'unico strumento che l'emittente ha a disposizione per riconoscere i propri soci ed avere contezza dei suoi assetti proprietari e delle vicende relative alle partecipazioni dallo stesse emesse.The work concerned the issue about the circulation of shares. In particular, the attention is concentrated around the registration on shareholders' book. In this respect, the difficulty lied in understanding if the registration is still the instrument for the achievement of status socii. About the corporations which issue paper securities, the only instrument (necessary and sufficient) for the ability to exercise the shareholders' rights if the share is transferred by endorsement is the security's qualified possession. The registration on shareholders' book is the necessary, but not sufficient, instrument for the ability to exercise the shareholders' rights if the share is transferred by separate contract and if the share is transferred mortis causa. Anyway, the recent reform confirmed that the shares are registered securities. About the corporations which don't issue paper securities, the registration is always the instrument for the ability to exercise the shareholders' rights, like it happens in case of circulation of unlimited liability company's stakes. About the corporations which issue dematerialized securities (in particular, listed companies), the registration isn't the instrument for the ability to exercise the shareholders' rights, because the buyer achieves status socii by the registration on intermediary's account. In short, the registration on shareholders' book is the only instrument which the legal system puts at corporation's disposal to know its shareholders and the events about its shares.
5
KUTUFA', ILARIA. "Circolazione delle azioni e legittimazione all'esercizio dei diritti del socio." Doctoral thesis, Università Cattolica del Sacro Cuore, 2008. http://hdl.handle.net/10280/210.
Full textAbstract:
Il lavoro ha affrontato la tematica riguardante la disciplina del trasferimento delle azioni. In particolare, l'attenzione si è concentrata sulla formalità dell'iscrizione nel libro soci. A tale riguardo, si è posto il problema di comprendere se essa costituisca ancora il mezzo necessario per il conseguimento dello status socii. Con riferimento alle s.p.a. che emettono titoli, si è ravvisato nel possesso qualificato del titolo l'unico indice di legittimazione necessario e sufficiente in caso di trasferimento a mezzo girata, riconoscendo all'iscrizione nel libro soci la funzione di elemento necessario (ma comunque insufficiente, se isolatamente considerato) all'acquisto della legittimazione in caso di trasferimento dell'azione per atto separato e di circolazione mortis causa. Si è, comunque, escluso che le novità introdotte abbiano surrettiziamente trasformato le azioni in titoli all'ordine. In assenza di titoli, si è evidenziato che l'iscrizione ha sempre funzione legittimante come accade in caso di trasferimento di quote di s.r.l. In presenza di azioni dematerializzate, si è sottolineato che l'iscrizione nel libro soci perde ogni funzione legittimante, posto che l'avente causa acquista lo status di socio tramite registrazione sul conto tenuto dall'intermediario. Si è giunti alla conclusione che, al di là della funzione cartolare, a-cartolare o scritturale, l'annotazione nel libro soci rappresenta, esaltando il suo ruolo organizzativo, l'unico strumento che l'emittente ha a disposizione per riconoscere i propri soci ed avere contezza dei suoi assetti proprietari e delle vicende relative alle partecipazioni dallo stesse emesse.The work concerned the issue about the circulation of shares. In particular, the attention is concentrated around the registration on shareholders' book. In this respect, the difficulty lied in understanding if the registration is still the instrument for the achievement of status socii. About the corporations which issue paper securities, the only instrument (necessary and sufficient) for the ability to exercise the shareholders' rights if the share is transferred by endorsement is the security's qualified possession. The registration on shareholders' book is the necessary, but not sufficient, instrument for the ability to exercise the shareholders' rights if the share is transferred by separate contract and if the share is transferred mortis causa. Anyway, the recent reform confirmed that the shares are registered securities. About the corporations which don't issue paper securities, the registration is always the instrument for the ability to exercise the shareholders' rights, like it happens in case of circulation of unlimited liability company's stakes. About the corporations which issue dematerialized securities (in particular, listed companies), the registration isn't the instrument for the ability to exercise the shareholders' rights, because the buyer achieves status socii by the registration on intermediary's account. In short, the registration on shareholders' book is the only instrument which the legal system puts at corporation's disposal to know its shareholders and the events about its shares.
6
Gaede, Georges. "Le pacte d'actionnaires face à la mutation du droit des sociétés." Thesis, Paris 11, 2011. http://www.theses.fr/2011PA111022.
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Tenter de saisir le pacte d’actionnaires face à la mutation du droit des sociétés incite àpoursuivre une démarche par étapes successives : une première est destinée à éprouverla viabilité d’une mise en relation des deux phénomènes, une seconde à explorer lesimplications de ce rapprochement. La démarche conduit, en un premier temps, àprendre appui sur ce qui apparaît comme un élément commun – la logique contractuelle– pour éclairer la capacité du pacte d’actionnaires à constituer une figure d’unedialectique renouvelée de la loi et du contrat.Dans le cas du pacte, le rattachement à l’ordre contractuel a à voir avec la nature mêmede cet instrument et apparaît comme un facteur crucial de son universalité. Cettedernière se manifeste aussi bien dans la capacité à transcender la distinction entre ledroit romano-germanique et le droit anglo-saxon que dans le polymorphisme dontl’étendue et les limites sont perceptibles au gré d’une approche typologique. Dans le casdu droit des sociétés, la contractualisation, si elle n’entretient pas un rapport deconsubstantialité, n’en est pas moins significative de l’évolution contemporaine en lamatière. Constitutive d’une modalité de la mutation du droit des sociétés, cette tendanceest plus particulièrement illustrée par trois mécanismes introduits au cours des vingtdernières années – la SAS, les actions de préférence et la fiducie – qui représentent unecapacité multiforme d’évidement à l’égard du pacte.En un second temps, par-delà l’absence d’incompatibilité entre le pacte et la mutation dudroit des sociétés, une quête peut être poursuivie afin d’explorer les implications de larelation qui est susceptible d’unir ces deux phénomènes et qui dessinent une doubleplasticité du pacte.La plasticité intrinsèque, qui regarde de manière prioritaire les parties au pacte, paraîttrouver dans le droit boursier un révélateur pertinent. Ce cadre particulier permet nonseulement de mettre à profit l’impératif de transparence comme palliatif à l’obstacle queconstitue la confidentialité du pacte, mais également, dans un contexte de contraintesrenforcées, d’éprouver la faculté du pacte d’incarner des orientations caractéristiquesd’une gouvernance d’entreprise efficace. La plasticité extrinsèque procède d’uneconception plus extensive. Celle-ci repose à la fois sur un phénomène spécifique aupacte, qui tient à son effectivité renouvelée par des voies réglementaire etjurisprudentielle, et sur son inscription dans un processus plus global d’altruismecontractuel, qui offre au pacte une capacité inédite de constituer un instrument derégulation paradigmatique d’une conception renouvelée du droit des sociétésThe attempt at giving account of the shareholders’ agreement in view of the contrastingevolution of law ruling commercial and financial companies supposes several steps ofresearch. First of all, it calls for assessing the viability of correlating the two phenomena;secondly it means exploring the implications of this kind of parallel investigation; yetboth should remain inconclusive without a careful scrutiny of their common ground –the logic of contractual arrangements – so as to elucidate the ability of shareholders’agreements to offer a valid scheme of a renewed dialectical process of law versuscontract.From the standpoint of shareholders’ agreements, their very nature makes for theproximity to the contractual sphere, as a crucial factor of their universality. Thisaccounts for their capacity to bridge the gap between Roman-Germanic and Anglo-Saxonlegal tradition, as well as for its polymorphism whose extent and limitations must beworked out by way of a typological approach. In the perspective of legislation pertainingto companies, the process of contractualization corresponds to an obviouscontemporary trend, even if this is not tantamount to consubstantiality.Constituting one of the modalities of mutation to which corporate law has been subject,the above tendency is illustrated by three mechanisms introduced over the last twentyyears – the “Société par actions simplifiée”, the preferred shares and the trust – all ofwhich represent multifarious ways of substituting to shareholders’ agreements differentinstruments of legal practice.In a second phase, beyond the statement of at least partial compatibility betweenshareholders’ agreements and the mutations of legislation, a quest may be pursued inorder to explore the relationship virtually linking together these two phenomena, whichcan be described as encompassing a double plasticity, appearing under two distinctaspects. The intrinsic plasticity, concerning foremost the parties to the agreement,seems to find an adequate expression in stock exchange regulations. This framework notonly allows to take advantage of the imperative requirement of transparency, in guise ofa counterpoise to the requirement of confidentiality, but also, in a context of reinforcedstatutory rules, to test the capacity of shareholders’ agreements to establish an efficientcorporate governance. The extrinsic plasticity proceeds from a more overall conception.Resting upon a specific trait of shareholders’ agreements, it results in a renewedeffectivity in terms of regulation and of jurisprudence, as well as in a more globalprocess of contractual altruism, which afford to shareholders’ agreements anunprecedented capacity of paradigmatic regulation and a renewed conception of law
7
Goodman, Jennifer Coralie. "Social shareholder engagement: How shareholders bring social, environmental and ethical concerns to the heart of management." Doctoral thesis, Universitat Ramon Llull, 2015. http://hdl.handle.net/10803/295841.
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Els accionistes sempre han estat fonamentals per entendre un negoci. I ho continuen essent avui. Tanmateix, suposar que una empresa s’ha de dirigir només per satisfer les demandes dels accionistes, i que aquests accionistes estan preocupats només per maximitzar els seus beneficis econòmics, resulta problemàtic, davant de les nombroses exigències que tant aquests accionistes com d’altres stakeholders plantegen a les empreses.
En una època en què temes com el canvi climàtic i la distància creixent entre els rics i els pobres s’estan convertint en preocupacions urgents per a la societat, el paper de les empreses, les seves finalitats i les seves pràctiques s’estan qüestionant tant en l’àmbit públic, com en el privat i en l’acadèmic. La inversió responsable, els diversos tipus d’inversors, les iniciatives multistakeholder, les comunitats, les campanyes d’activisme i una varietat creixent de stakeholders plantegen múltiples i diverses demandes a les empreses, que van més enllà dels interessos econòmics.
Aquesta tesi adopta la perspectiva del repte que suposa per a les empreses que es qüestionin els supòsits en què es fonamenta la seva naturalesa. Hi ha accionistes que s’impliquen en la gestió corporativa de les problemàtiques socials, mediambientals i ètiques, com els drets humans o la degradació de l’entorn. En aquest estudi, s’analitza empíricament i conceptualment aquesta “implicació de l’accionista” (shareholder engagement), que és un fenomen cada vegada més rellevant en la pràctica corporativa i en l’activitat investigadora. Oferim una nova perspectiva de la implicació de l’accionista, que identifica la seva naturalesa política i ètica. D’aquesta manera, participem i contribuïm a la literatura sobre govern corporatiu, inversió responsable, activisme social i ètica empresarial, i obrim noves vies per a la recerca futura.Los accionistas siempre han sido fundamentales para entender un negocio. Y lo siguen siendo hoy. Sin embargo, suponer que una empresa ha de ser dirigida únicamente para satisfacer las demandas de los accionistas, y que dichos accionistas están preocupados únicamente por maximizar sus beneficios económicos, resulta problemático, a la luz de las numerosas exigencias que plantean a las empresas tanto los accionistas como otros stakeholders. En un tiempo en que determinados temas, como el cambio climático y la distancia creciente entre ricos y pobres, se están convirtiendo en preocupaciones acuciantes para la sociedad, el papel de las empresas, sus fines y sus prácticas están siendo cuestionados en los ámbitos público, privado y académico. La inversión responsable, los diversos tipos de inversores, las iniciativas multistakeholder, las comunidades, las campañas de activismo y la gran variedad de stakeholders han planteado múltiples y diversas demandas a las empresas, que van más allá de los intereses económicos. Esta tesis adopta la perspectiva del reto que supone para las empresas el cuestionamiento de las asunciones en que se fundamenta su naturaleza. Hay accionistas que se implican en la gestión corporativa de las preocupaciones sociales, medioambientales y éticas, como los derechos humanos o la degradación del entorno. En este estudio, se analiza empíricamente y conceptualmente esta “implicación del accionista” (shareholder engagement), pues es un fenómeno cada vez más relevante en la práctica corporativa y en la actividad investigadora. Ofrecemos una nueva perspectiva de la implicación del accionista, que identifica su naturaleza política y ética. De este modo, participamos y contribuimos a la literatura sobre gobierno corporativo, inversión responsable, activismo social y ética empresarial, y abrimos nuevas vías para la investigación futura.
Shareholders have always been fundamental to an understanding of the corporation. The same is true today. However, the assumptions that the firm should be run to meet only the demands of shareholders, and that those shareholders are concerned only about the maximization of financial returns, are problematic in light of the multitude of demands placed on corporations by both shareholders and other stakeholders. At a time when issues such as climate change and the widening gap between rich and poor have become pressing societal concerns, the role of business, its purposes and its practices have been challenged in the public, private, and academic spheres. Responsible investment, diverse investor types, multi-stakeholder initiatives, communities, activist campaigns, and a variety of other stakeholders have resulted in multiple and diverse demands on the company which go well beyond financial interests. This thesis takes the perspective of one such challenge to the fundamental assumptions about the nature of the firm: shareholders who actively engage with corporate management on issues of social, environmental, and ethical concern such as human rights or environmental degradation. This ‘social shareholder engagement’, an increasingly relevant phenomenon in practice and research, is explored here both empirically and conceptually. I provide a new perspective on social shareholder engagement, which identifies the political and ethical nature of these actions. In this way I engage with and contribute to the corporate governance, responsible investment, social activism and business ethics literatures and open a number of future avenues for research.
8
Jansson, Andreas. "Collective Action Among Shareholder Activists." Doctoral thesis, Växjö : Växjö University Press, 2007. http://urn.kb.se/resolve?urn=urn:nbn:se:vxu:diva-1665.
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Čermák, Ota. "Valná hromada a představenstvo akciové společnosti." Master's thesis, Vysoká škola ekonomická v Praze, 2010. http://www.nusl.cz/ntk/nusl-72775.
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The objective of my thesis is description of mutual relations between shareholder's meeting and board of directors of joint-stock company including their activities, rights and obligations. Then I focused on comparison of legislation of commercial code and bill of commercial corporations. In my first chapter, I dealt with characteristics of joint-stock company, its foundation by public offering or without and its formation. Second chapter concerns with legal regulations of General meeting, especially with the emphasis to its convening, composing, running, decision process and scope including rights and obligations of shareholders. Third part is focused on issues related to board of directors, its election, activity, responsibility and liability for damage and also rights and obligations of individual members. Finally in last part, I compared current legislation of commercial code and bill of commercial corporations in matters of shareholder's meeting and board of directors.
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Abdou, Majdi A. "Towards a new solution of minority shareholder protection in Libya : letting the minority shareholders have a voice." Thesis, University of Glasgow, 2015. http://theses.gla.ac.uk/6423/.
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The study develops a framework for improving corporate governance mechanisms in Libya that takes into account its specific environment of weak formal enforcement and its corporate ownership structure, which is based on concentrated state ownership. The central goal of the research is to establish an adequate protection system for minority shareholders that can contribute to the development of an efficient and healthy commercial environment in Libya. To do so, the study examines the current solution for dealing with the conflict of interests between shareholders adopted by Libyan law under art 159 of Libyan Economic Activity Act (LEAA 2010): the minority shareholders’ actions. Using a social and economic analysis and a black letter approach, this study presents a novel analytical framework that formulates an appropriate solution for controlling conflict of interests between shareholders in Libya. To that end, the study addresses the following questions: how effective is the current mechanism for dealing with the conflict of interest between shareholders in Libya? What are the economic and social implications of the different proposed approaches? What elements determine which approach is preferable in Libya? And, finally, what are the challenges that the proposed law reform may face? To answer these questions, firstly, it is necessary to consider the general framework of corporate governance in Libya, examine the country’s current position as an economy in the early stages of transformation and analyse the potential impact of this transformation on corporate governance. Following this, I locate the dimensions of the conflict of interest problem between the minority and majority shareholders in Libya through analysing literature of corporate governance with regard to the minority-majority shareholder problem and applying it to the case of Libya. After that, I examine the efficacy of the current mechanism available in Libyan law (minority shareholders actions) as a solution for dealing with the conflict of interests between the minority shareholders and the majority shareholders in Libyan companies. However, the current approach is not appropriate for Libya for several reasons that relate to either the efficiency of the approach itself or its application and enforcement in Libya. After examining other possible solutions (e.g. a prohibition strategy), I propose the self-enforcing model as the most appropriate solution since it contributes to companies being able raise capital from investors, and it also lowers the number of conflict of interest transactions and makes a company’s transactions more efficient. Finally, the self-enforcing model does away with the need for external monitoring. However, this is not the end of the story; adopting such a model will inevitably lead to some potential risks (such as the risk that the minority shareholders may abuse their rights), which will require the formulation and adoption of new and specific strategies of corporate governance that are appropriate to Libya.
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劉俐. "中國內地有限責任公司股東的退股與除名研究 = A study on shareholder's withdrawal and expulsion of the Chinese limited liability company." Thesis, University of Macau, 2010. http://umaclib3.umac.mo/record=b2178596.
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CIUSA, FRANCESCO. "I negozi collegati nel diritto societario." Doctoral thesis, Università degli Studi di Cagliari, 2016. http://hdl.handle.net/11584/266656.
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The aim of the research is to analyse the connections between agreements under Company law and the study of legal consequences of such bonds.
The research is organized in three main sections.
The first part is dedicated to reconstruct the theories of linked contracts and economic operations.
It emerges the tendency of the legislator to legislate hypothesis of linked contracts in Business Law in order to achieve more certainty in business transactions.
The second section is concentrated over hypothesis of linked contracts in Company Law provided by the legislature.
It is therefore analysed the relationship between Company’s Agreements and Shareholders' Agreements, the relationship between Cooperative’s Agreement and Agreements with its own shareholders, the leveraged buy-out operations, the regulation of funding in relation to a specific transaction and the payment for share capital secured in Limited Liability Partnerships (In Italian Company's Law defined as «società a responsabilità limitata»).
The third part concentrates on the analysis of a series of court judgements regarding hypothesis of linked contracts created pursuant to the power of autonomy of the parties: the connection between a Company’s Agreement and the agreement to sell a property to the same company; the connection between a Company’s Agreement and a contract between the company and his own shareholder; the connection between a Company’s Agreement and the stipulation of a shared property agreement with a shareholder. The analysis proceeds by focusing on three situations in which the connection is set up in a way to circumvent the law: in the first it is violated the rule to protect the integrity of the share capital, in the second the proper fulfilment of taxes and in the third one the pre-emption clause.
The conclusions point out the characteristics of linked contracts in Company Law.
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Navrátilík, Pavel. "Efektivnost a finanční stabilita investičního projektu." Master's thesis, Vysoké učení technické v Brně. Fakulta stavební, 2013. http://www.nusl.cz/ntk/nusl-225965.
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The Master Thesis focuses on an investment project’s economic effectiveness and stability of financing. In the theoretical part of the thesis there are basic ideas on investment projects explained and further the thesis deals with project lifecycle phases, cash flow predictions, methods of investment economic evaluation, factors that influence investment decision making and sources of project’s financing. In the practical part there are these theoretical findings applied on a real investment project and by analyzing it is searching for a recommendation for a project realization.
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Hodgson, Victoria Louise, and n/a. "Linking Marketing to Shareholder Value in Listed and Non-Listed Markets." Griffith University. School of Marketing, 2004. http://www4.gu.edu.au:8080/adt-root/public/adt-QGU20040116.094444.
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In this thesis it is recognised that marketing has a dual role to satisfy both customer and shareholder objectives. The issue of shareholder value creation of marketing is an important and immediate agenda for marketing executives, management and academics. To date, marketers have not been able to adequately quantify and measure shareholder value creation through marketing assets and marketing expenditure. This has led to a dilution of marketing power and influence in the boardroom with management tending to treat marketing as discretionary expenditure and not as an asset. Academics have responded with conceptual models that relate marketing assets back to shareholder value, generally through cash flow or sales models. The creation of shareholder value through marketing assets and expenditure is then conceptualised and tested empirically. The conceptual model builds on the theory of agency and incomplete markets setting to illustrate the flow effects through marketing assets to shareholder value. The conceptual model also demonstrates that marketing expenditure can have stock and/or flow impacts on shareholder value. Flow effects are indirect effects that are mediated through sales, cash flows, and earnings and can be either temporary or longer term. It is concluded that in listed markets stock prices are the general surrogate for shareholder value, and risk adjusted earnings are the appropriate surrogate in non-listed markets. The thesis then empirically illustrates and tests the relationships between marketing communications expenditure on two data sets representing firms in listed and non-listed settings. The empirical results reveal that marketing expenditure does play an important role in the creation of shareholder value and that stock and flow effects are both present. Knowledge of the various empirical impacts from marketing across firm size, industry and listed and non-listed market settings observed in this thesis should prove highly valuable for marketers and managers. Finally, a conceptual understanding by marketers of the financial metrics that are required to be influenced in order to increase shareholder equity will provide greater clout in negotiations with management and boards of directors.
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Hodgson, Victoria Louise. "Linking Marketing to Shareholder Value in Listed and Non-Listed Markets." Thesis, Griffith University, 2004. http://hdl.handle.net/10072/367168.
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In this thesis it is recognised that marketing has a dual role to satisfy both customer and shareholder objectives. The issue of shareholder value creation of marketing is an important and immediate agenda for marketing executives, management and academics. To date, marketers have not been able to adequately quantify and measure shareholder value creation through marketing assets and marketing expenditure. This has led to a dilution of marketing power and influence in the boardroom with management tending to treat marketing as discretionary expenditure and not as an asset. Academics have responded with conceptual models that relate marketing assets back to shareholder value, generally through cash flow or sales models. The creation of shareholder value through marketing assets and expenditure is then conceptualised and tested empirically. The conceptual model builds on the theory of agency and incomplete markets setting to illustrate the flow effects through marketing assets to shareholder value. The conceptual model also demonstrates that marketing expenditure can have stock and/or flow impacts on shareholder value. Flow effects are indirect effects that are mediated through sales, cash flows, and earnings and can be either temporary or longer term. It is concluded that in listed markets stock prices are the general surrogate for shareholder value, and risk adjusted earnings are the appropriate surrogate in non-listed markets. The thesis then empirically illustrates and tests the relationships between marketing communications expenditure on two data sets representing firms in listed and non-listed settings. The empirical results reveal that marketing expenditure does play an important role in the creation of shareholder value and that stock and flow effects are both present. Knowledge of the various empirical impacts from marketing across firm size, industry and listed and non-listed market settings observed in this thesis should prove highly valuable for marketers and managers. Finally, a conceptual understanding by marketers of the financial metrics that are required to be influenced in order to increase shareholder equity will provide greater clout in negotiations with management and boards of directors.Thesis (PhD Doctorate)
Doctor of Philosophy (PhD)
School of Marketing
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Morling, Felix. "Aktieägaravtalets giltighet mot tredje man : Kan laganalogi göras mot sakrätt och skiljeavtal vid partssuccession?" Thesis, Jönköping University, JIBS, Commercial Law, 2010. http://urn.kb.se/resolve?urn=urn:nbn:se:hj:diva-12259.
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Trots principen om avtalets subjektiva begränsning kan det finnas skäl till att utöka ett aktieägaravtals verkningar mot förvärvande tredje man för att skydda beaktansvärda intressen. Då rättsläget är oklart är det av intresse att undersöka huruvida en tolkning med laganalogins hjälp mot sakrättens samt skiljerättens område kan klargöra rättsläget.
För att ge läsaren tillräcklig bakgrund för analysen beskrivs rättsläget vad gäller aktieägaravtal och de bakomliggande teorierna rörande den analogiska tillämpningen. Därefter analyseras undantag till avtalets subjektiva begränsning, varefter en diskussion följer där frågan huruvida analogier kan dras besvaras.
Resultatet av denna framställning är att en analogisk tillämpning kan göras mot de två undersökta rättsområdena, dock endast i begränsad utsträckning vad gäller skiljerättens område. En kombinerad applicering av möjliga analogier från sakrättens och skiljerättens områden på aktieägaravtal leder till ett resultat där aktieägaravtalets bundenhet mot både förvärvande tredje man samt kvarstående parter klargörs.
Despite the doctrine about privity of contract, there can be reasons to recognise effects of a shareholder’s agreement against acquiring third party to protect legitimate interests. Since the legal position is uncertain, it is of interest to examine whether an analogy of law towards indefeasible rights and arbitration agreements can clarify this uncertainty.
To give the reader enough background information for the analysis, the legal position regarding shareholder’s agreement and the basic theories about the application of analogies are described. Thereafter exceptions to the privity of contracts are analysed, after which a discussion where the question whether analogies can be made is answered.
The result of this thesis is that an application by analogy can be made towards the two examined areas, but only to a limited extent regarding arbitration agreements. A combined application of analogies possible from indefeasible rights and arbitration agreements creates a result where the validity of a shareholder’s agreement towards both acquiring third party and remaining parties is clarified.
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Pajuste, Anete. "Corporate governance and controlling shareholders." Doctoral thesis, Handelshögskolan i Stockholm, Finansiell Ekonomi (FI), 2004. http://urn.kb.se/resolve?urn=urn:nbn:se:hhs:diva-537.
Full textAbstract:
The classical corporation, as described by Berle and Means (1932), was characterized by ownership that is dispersed between many small shareholders, yet control was concentrated in the hands of managers. This ownership structure created the conflict of interest between managers and dispersed shareholders. More recent empirical work (see, e.g., La Porta et al. (1999) and Barca and Becht (2001)) has shown that ownership in many countries around the world is typically concentrated in the hands of a small number of large shareholders. As a result, an equally important agency conflict arises between large controlling shareholders and minority shareholders. On the one hand, large shareholders can benefit minority shareholders by monitoring managers (Shleifer and Vishny, 1986, 1997). On the other hand, large shareholders can be harmful if they pursue private goals that differ from profit maximization or if they reduce valuable managerial incentives (Shleifer and Vishny, 1997; and Burkart et al., 1997). In the presence of several large shareholders, a conflict of interest may arise between these controlling shareholders (see, e.g., Zwiebel (1995), Pagano and Röell (1998), and Bennedsen and Wolfenzon (2000)). They can compete for control, monitor each other, or form controlling coalitions to share private benefits. The question arises as to what determines the role of controlling shareholders in various firm policies and performance. Previous literature has noted that the incentives to expropriate minority shareholders are often exacerbated by the fact that the capital invested by the controlling shareholders is relatively lower than the voting control they achieve through the use of dual class shares (i.e., shares with differential voting rights) or stock pyramids (e.g., Claessens et al., 2002). Moreover, the identity of the shareholder (e.g., family vs. financial institution) is important for understanding the role of controlling shareholders (see, e.g., Holderness and Sheehan (1988), Volpin (2002), Claessens et al. (2002), and Burkart et al. (2003)). Using Swedish data, Cronqvist and Nilsson (2003) show that the agency costs of family owners are larger than the agency costs of other controlling owners. The role of controlling shareholders in transition countries is exacerbated by the fact that the legal and general institutional environment remains underdeveloped. In such an environment, strong owners may be the second best option to weak legal protection of investors (La Porta et al., 1997, 1998). The transition countries of central and eastern Europe are experiencing increasingly concentrated control structures, typically with the controlling owner actively involved in the management of the firm (Berglöf and Pajuste, 2003). Moreover, experience from transition countries suggests that foreign direct investment, where investors take controlling positions, have been critical to the successful restructuring of privatized firms. This thesis consists of four self-contained chapters that empirically examine various corporate governance issues. The common theme throughout the thesis is the focus on large shareholders, their identity, as well as to whether they deviate from the principle of one share-one vote. In particular, I examine the effect of large shareholders on firm value (in the first and third chapters), dividend policies (in the second chapter), and stock returns (in the final chapter). The first two chapters employ the data from Finland, the third looks at companies in seven European countries where deviations from one share-one vote are common, and the final one explores the evidence from transition countries.Diss. Stockholm : Handelshögskolan, 2004
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Stratton, M. Lee. "Directors' fiduciary duties to shareholders." Thesis, University of Ottawa (Canada), 1993. http://hdl.handle.net/10393/6561.
Full textAbstract:
Since the 1902 decision of Percival v. $Wright\sp1,$ Canadian common law has provided that directors generally have no fiduciary duties to shareholders. Shareholders have continued to assert that directors have such duties, however. Moreover, shareholders have been attracted by the allure of the rigorously restitutionary remedies imposed on fiduciaries. Cases in which share holders have made claims of fiduciary duty against directors since the law reforms of the 1960s and 1970s are examined. The law reformers expected that the courts would develop the law of fiduciary relations within the corporation. Moreover, the nature of securities law reforms confronted the courts with the previously noted gulf between the statutory fiduciary obligations imposed on directors and insiders of widely-held corporations and the lack of such obligations in private companies. This review of judicial decisions begins with an examination of the compulsory acquisition cases which preceded the statutory take-over bid reforms. These cases arise from facts which would constitute take-over bids under the statutory reforms of the 1960s. In these cases, we see a very limited attempt by the judiciary to impose fiduciary obligations of good faith and candour in favour of minority shareholders. The courts' sense of commercial morality seems to have been stirred in these cases, a morality engendered by the arbitrary expropriation permitted by the statutory compulsory acquisition provisions. An examination of latter day cases involving claims of fiduciary duty show that the decisions are sprinkled with references to commercial morality. Despite this moral impetus, the courts seem unwilling to venture beyond the perceived constraints of the corporations statutes. This unwillingness, coupled with the courts' inability to articulate a uniform rationale for imposing fiduciary duties on directors in favour of shareholders contribute to the unsatisfactory state of the law. (Abstract shortened by UMI.) ftn$\sp1$ (1902) 2 Ch 421.
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Casimir, Etienne. "Les catégories d'actionnaires." Thesis, Paris 2, 2015. http://www.theses.fr/2015PA020078.
Full textAbstract:
Il est acquis qu’il n’existe pas une, mais plusieurs figures de l’actionnaire. Le fait est aujourd’hui largement acté en droit : on ne compte plus les règles, dans l’ensemble des disciplines du droit des affaires, qui ne s’appliquent qu’à certaines catégories d’actionnaires plutôt qu’à tout actionnaire. Une étude d’ensemble des catégories d’actionnaires permet dès lors de déterminer, pour chacune de ces règles, quelle est la catégorie d’actionnaires « pertinente ». Une telle démarche commande en premier lieu de s’interroger sur les critères des catégories d’actionnaires. Un premier critère, suggéré en doctrine et repris en droit positif, repose sur la psychologie de l’actionnaire. Il doit être rejeté, son admission n’apparaissant juridiquement ni possible ni utile. Un second critère, qui n’a jusqu’alors pas été envisagé en tant que tel, réside dans le pouvoir de l’actionnaire. Il mérite d’être consacré, étant vecteur d’une meilleure compréhension et d’une amélioration de notre droit.L’étude des catégories d’actionnaires conduit en second lieu à les aborder individuellement au sein d’une typologie des catégories d’actionnaires. Elle permet de dégager une vision d’ensemble des pouvoirs de l’actionnaire et d’en faire apparaître toute la richesse. En confrontant les pouvoirs de l’actionnaire les uns aux autres, elle facilite en outre la recherche de leur signification et de leur bonne utilisation en droitThe categories of shareholders. It is commonly accepted that there is not a single, but several types of shareholders. This has become a fact of law given the increasing number of rules, in every area of business law, which only apply to certain categories of shareholders rather than to all shareholders. A global study of shareholders categories will thus permit to determine, for each of these rules, which category of shareholders is the “appropriate” one. Such an approach entails first of all to raise the question of the criteria of shareholders categories. One criterion, suggested by scholars and adopted in positive law, focuses on shareholder psychology. Such criterion must be rejected, its adoption being, from a legal standpoint, neither possible nor useful. Another criterion, which until now has never been considered in its own right, is shareholder power. Such criterion should be recognized, in so far as it could both improve the law and enhance our understanding of it. The study of shareholders categories leads us next to consider them individually within a typical shareholders classification. From there, an overall picture emerges of the wide ranging possibilities of shareholders powers. Indeed, if the different powers of shareholders are compared and contrasted, it becomes easier both to define them and use them correctly legally
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Kershoff, Marko Daniel. "The triangular merger structures: the use of the forward and reverse triangular merger structures to circumvent the voting and appraisal rights of minority shareholders and potential shareholder remedies." Master's thesis, University of Cape Town, 2014. http://hdl.handle.net/11427/12900.
Full textAbstract:
Includes bibliographical references.The triangular merger structures provide an innovative and effective method for avoiding the voting and concomitant appraisal rights of a holding company’s shareholders. This is because, by incorporating and making use of a wholly owned subsidiary company to effect the proposed transaction, the holding company is deemed not to be a party to the amalgamation or merger agreement; even though the transaction is instigated and financed by it. Importantly, and as a result of the fact that the holding company is able to distance itself from the transaction, its shareholders are deprived of their voting and appraisal rights, thereby allowing said company to effectively avoid the usual cash drain resulting from the exercise of shareholder appraisal rights. It is argued that companies must not be allowed to make use of and exploit the separate legal personality of a shell subsidiary company solely to circumvent the rights of their shareholders. Failing specific legislative intervention to curtail this potential abuse, shareholders of the holding company ought to be able to successfully challenge the implementation of a triangular merger by (i) applying to court in terms of s 20(9) of the Act (the theory behind this being that the triangular merger structures propose the use of a separate legal entity as a device or stratagem to defeat their rights); and/or (ii) filing a complaint with the relevant statutory body citing the provisions of s 115(4) of the Act. In either case, and as an alternative submission, shareholders can also argue that such conduct falls within the parameters of the statutory oppression remedy.
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Yeo, Boon Hong. "Antigreenmail charter amendments and shareholders’ wealth." Thesis, University of British Columbia, 1986. http://hdl.handle.net/2429/25689.
Full textAbstract:
From time to time, firms do repurchase their shares. An open market repurchase or a general tender offer does not have the effect of transfering wealth from one group of shareholders to another. This is in contrast to a privately negotiated premium repurchase from a single block holder where the remaining shareholders are excluded from participating in the offer. This type of targeted share repurchasing has been observed before - or in connection with - a takeover attempt and often has the effect of terminating the takeover attempt.
Such a targeted share repurchase is commonly referred to as "greenmail". The price is usually at a premium over the prevailing market price and the seller will typically agree to abstain from acquiring any more of the company's voting stock. The non-participating shareholders stand to lose from both the premium paid out of corporate assets and the loss of a potential takeover offer premium.
Recently, firms have been proposing to institute antigreenmail charter amendments that would prevent management from engaging in greenmail. Such a proposal may or may not be in the best interest of shareholders. This paper attempts to measure the economic significance of an antigreenmail proposal.
The methodology chosen is that of an event-time study. The magnitude of abnormal returns is used to gauge its significance in relation to the day that the market learns of the antigreenmail charter amendment. The "stockholder interest hypothesis" predicts that the proposal is undertaken with the interest of shareholders in mind and thus stock prices should react positively to the announcement.
However, the results obtained do not support that hypothesis. Stockholders seem to suffer a statistically significant decline in the value of their shares around the day when news of such proposals reach the market. This result is also inconsistent with previous empirical evidence on targeted repurchases and standstill agreements.Business, Sauder School of
Graduate
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Levy, Marc. "Shareholders' control in complex corporate structures." Doctoral thesis, Universite Libre de Bruxelles, 2012. http://hdl.handle.net/2013/ULB-DIPOT:oai:dipot.ulb.ac.be:2013/209768.
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In this global world, many firms present a complex shareholding structure withindirect participation, such that it may become difficult to assess a firm’s controllers.
Furthermore, if there are numerous dominant shareholders, the control can be shared between
them. Determining who has the most influence is often a difficult task. To measure this
influence, game theory allows the modeling of voting games and the computing of the
Banzhaf index. This thesis develops models to measure the Banzhaf indices in any ownership structure (pyramidal ownership structures and cross-ownership structures). The models are then applied to real cases studies such Colruyt, Elia, Lafarge and Allianz.
Doctorat en Sciences économiques et de gestion
info:eu-repo/semantics/nonPublished
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Salim, Mohammad Rizal. "Shareholders' rights and remedies in Malaysia." Thesis, Lancaster University, 2005. http://ethos.bl.uk/OrderDetails.do?uin=uk.bl.ethos.560579.
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This thesis investigates the laws on shareholders' rights and remedies in Malaysia from a comparative perspective. Law is given a broad meaning which gives this research a multidisciplinary character. British colonial business interests resulted in the transplantation of Malaysia's corporate and other commercial laws; this transplantation process continues in the post-colonial period due to the desire to conform to internationally recognised norms and standards and the lack of local innovation. The interaction of the transplanted laws with institutions and other elements in the local setting creates gaps between the law-in-the-books and law-in-action. In particular, the transplanted governance regime which focuses on the director-shareholder agency problem is inappropriate for an environment where controlling shareholders created the largest agency problems. Malaysians are also reluctant to seek redress through the official legal system (again a product of transplantation) for cultural, historical, political and economic factors. The poor quality of the legal institutions, access to court issues, poor public governance and the abdication of the judiciary of its' duties to protect individual rights vis-a.-vis the state further compromised the value of the law-in-the-books. These are compounded by the uncritical and often inappropriate reliance to case laws of other Commonwealth countries, and the general apathy of the judiciary to the rights of shareholders. In conclusion, it is argued that the law-in-the-books may appear to provide adequate protection to shareholders; however the value of the law must be examined in a larger perspective. The administration and implementation of the law as well as a healthy respect for the rule of law is as important as the substantive law itself.
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Brandon, Sonia. "Institutional shareholders preferences on corporate governance." Thesis, University of Portsmouth, 2018. https://researchportal.port.ac.uk/portal/en/theses/institutional-shareholders-preferences-on-corporate-governance(c51aee2b-6275-4d3b-97de-535db646942e).html.
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The study examines the association between institutional shareholdings in FTSE ALL Share firms and corporate governance from 2006 to 2010. Institutions are believed to invest in firms with better corporate governance, to help meet their fudiary duties. The evidence is consistent with this view, that institutional investors do tilt their portfolios' to firms with better governance. However, when examining ownership at various levels only block-ownership at ≤10% had a positive significant association to corporate governance. It was also found that institutional shareholder became more sensitive after the 2007-8 financial crisis. Finally, when exploring the association for different types of institution, it was found that investment advisors and hedge funds were the most sensitive to corporate governance. The study provides a contribution to knowledge on institutional ownership, as it provides the first evidence on the institutional investor preferences on corporate governance within the UK and which elements are the most important to institutions.
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Blanchard, Julian. "Information needs and rights of shareholders /." Title page, contents and abstract only, 1999. http://web4.library.adelaide.edu.au/theses/09PH/09phb6392.pdf.
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Höhmann, Kai. "Shareholder Value von Banken /." Wiesbaden : Dt. Univ.-Verl. [u.a.], 1998. http://bvbr.bib-bvb.de:8991/F?func=service&doc_library=BVB01&doc_number=008169406&line_number=0001&func_code=DB_RECORDS&service_type=MEDIA.
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Sachse, Holger. "Bankkreditportfolios und Shareholder Value /." Berlin : Dissertation.de, 2007. http://d-nb.info/986784257/04.
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Veselá, Lucie. "Shareholder management - vybrané aspekty." Master's thesis, Vysoká škola ekonomická v Praze, 2006. http://www.nusl.cz/ntk/nusl-7379.
Full textAbstract:
Hlavním cílem této práce je nastínit vztah mezi zvyšováním hodnoty podniku a optimalizací činností finančního řízení. Teoretická část je zaměřena na definování hodnoty podniku a vybraných nástrojů řízení hodnoty, porovnání koncepce shareholder a stakeholder value a možnosti zvyšování hodnoty pro akcionáře. Teoreticko-praktická část v úvodu charakterizuje analyzovaný podniku, popisuje jeho ekonomický (finanční) úsek a organizační strukturu. Na tomto podniku je představen příklad praktické ?cesty?, která by měla vést ke zvyšování hodnoty podniku ? zhodnocení současného stavu vybraných oblastí finančního řízení, srovnání s nejlepšími postupy, návrh změn a doporučení za účelem budoucího zvyšování hodnoty podniku pro akcionáře.
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Graeff, Imke Johanna. "Rethinking bank shareholder equity." Thesis, Paris 1, 2017. http://www.theses.fr/2017PA01E065.
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Notre thèse développe une nouvelle méthode pour analyser les capitaux propres des banques, basée sur la distinction entre capital actionnarial (dit ‘shareholder equity’) et capital de l’entité bancaire (dit ‘entity equity’). Cette nouvelle mesure –du capital actionnarial permet de distinguer les capitaux propres bancaires effectivement apportés par les actionnaires. Cette mesure s’avère pertinente pour interpréter les transformations récentes de la relation entre actionnaires et entités bancaires. Elle identifie et comptabilise les transactions entre les entités bancaires et leurs actionnaires, en permettant ainsi : l'analyse des origines du capital bancaire et de son évolution ; l’impact des stratégies d'entreprise financiarisées qui cherchent à économiser l’apport en capital actionnarial ; une mesure améliorée du capital actionnarial prudentiel qui est censé apporter une protection contre les risques encourus et les pertes éventuelles. De nos jours, une tension fondamentale pèse sur les capitaux propres bancaires, entre les actionnaires demandant des politiques de distribution généreuses, et l’intérêt général qui nécessite d’un système bancaire stable et résilient. Cette tension entre les exigences des actionnaires et la constitution d’un capital actionnarial suffisant est documenté par notre analyse dans la période avant et après la crise financière globale. Nous analysons les capitaux propres de neuf banques européennes entre 2001 et 2015. Ces cas montrent des distributions importantes en faveur des actionnaires et au détriment des objectifs de solvabilité financière.Les apports des actionnaires aux capitaux propres de l'entité bancaire ainsi qu'au capital prudentiel ont été limités avant la crise, et ne s’améliorent que modestement après celle-là,malgré des injections nouvelles importantes. Nos résultats suggèrent que, à l'ère des stratégies d'entreprise financiarisées, des niveaux suffisants de capital bancaire de haute qualité sont essentiels pour protéger l'intérêt général et empêcher les banques de devenir des véhicules d'investissement financiarisés pour certains actionnaires. Cela amène à repenser les capitaux propres des banques dans la recherche d’un arrangement plus durable et soutenable avec leurs actionnairesThe thesis introduces a new accounting method based upon the distinction between shareholder equity and the residual entity equity. Shareholder equity presents the actual contributions of shareholders to the bank entity. It allows for the analysis of bank’s equity position in light of a transformed idea of shareholding as experienced in recent years. The measure identifies and visualises equity transactions of banks relating to shareholders; and with it, allows for the analysis of the two main shaping forces of bank equity: financialized corporate strategy which seeks to economize the bank equity position; and regulatory capita lwhich provides a risk buffer to absorb eventual losses. Addressees of these two forces are shareholders who pressure banks to follow generous distribution policies and society at largewhich demands a safe and sound banking system. This trade-off between return to shareholders and a sufficient equity base is well documented in the pre-crisis and post-crisis period. Our analysis of shareholder equity position applies to nine European banks between 2001 and 2015. It reveals substantial distributions at the detriment of financial solvency concerns. Shareholder contributions to the bank entity as well as to regulatory capital werelimited in the pre-crisis period, with rather modest improvements in the post-crisis perioddespite substantial capital injections. Findings suggest that, in an era of financialized corporate strategy, sufficient levels of high quality capital are essential to safeguard general interest and prevent banks to become financial investment vehicles for their shareholders
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Peterson, Stefan. "Essays on large shareholders and corporate control /." Göteborg : Nationalekonomiska institutionen, Handelshögsk, 1998. http://bvbr.bib-bvb.de:8991/F?func=service&doc_library=BVB01&doc_number=008007987&line_number=0001&func_code=DB_RECORDS&service_type=MEDIA.
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Al-Zahrani, Youseif A. M. "Rights of shareholders under Saudi company law." Thesis, Brunel University, 2013. http://bura.brunel.ac.uk/handle/2438/8284.
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The thesis examines the efficacy of the provisions of Saudi Company Law 1965 in terms of protecting the rights of minority shareholders in joint stock companies (JSCs). The aim is to assess the effectiveness of the current form of SCL 1965 in this regard and to suggest a reform scheme. This research finds that SCL 1965 does not adequately provide minority shareholders with all the rights that they should enjoy. Accordingly, minority shareholders are often subject to the controlling influence of majority shareholders, who are generally in charge of the company’s management. As a result, minority shareholders either do not exercise or do not enjoy certain rights, and they therefore forfeit their natural and intended role under this law, which is to oversee and control the activities of the board of the company, and in so doing to defend their interests. Despite the Saudi government intentions to conduct a range of reforms, particularly in the field of trade, SCL 1965 has not been modified to any significant degree; it is still not sufficiently effective, and does not address many important points relating to shareholders’ rights in listed companies. Therefore, there are important decisions that need to be made on the part of the Saudi legislature in terms of improving the investment environment in KSA, including improving the level of protection for investors in JSCs; these decisions will help to attract more investors into the Saudi financial market. This thesis suggests ways in which to improve the level of protection for minority shareholders in Saudi listed companies against any encroachment on their interests within the company. In this respect, it suggests recasting the provisions relating to minority shareholders, especially SCL 1965.
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Chuang, Chiao-Sheng, and 莊喬勝. "The scope and limitation of exercising shareholder rights at the shareholder's meeting." Thesis, 2015. http://ndltd.ncl.edu.tw/handle/07948708394958680694.
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碩士國立中正大學
財經法律系研究所
104
In order to solve the Agency Cost accompanied with the separation of ownership and management, corporate governance bring forward some kinds of inspection patterns. One of these patterns called shareholder inspection has further become the trend of shareholder activism. The shareholder activism not only enhancing and innovating shareholder’s rights, but also setting a limit of exercising shareholder’s rights to avoid the abuse of shareholder. Therefore, forming the range and limit with a dilemma between strengthening and restriction. The topic of this paper will focus on the exercising boundaries of rights about right to vote in shareholders’ meeting, right access to information and right of extemporary motion. In addition, expecting to clarify the restriction when exercising above rights. Moreover, this paper will propose a suggestion toward current legislation by investigating with case study research, documentary analysis, and comparative research among the legislation of United States, Japan, and Taiwan.
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Huang, Yi Sheng, and 黃煜勝. "A Study on Shareholder's Derivative Suit." Thesis, 2012. http://ndltd.ncl.edu.tw/handle/50161721485902478193.
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Chen, Hui-Ju, and 陳薈如. "The Research and Legislative Establishment of shareholder's direct action." Thesis, 2006. http://ndltd.ncl.edu.tw/handle/38641723218209928721.
Full textAbstract:
碩士國立中正大學
財法所
94
In U.S. practice, the most important result of characterizing an action as direct or derivative is the tendency for derivative action to be more complex procedurally and to impose additional restrictions on the eligibility of the plaintiffs who may maintain them. Because of the procedural hoops associated with the derivative action, the shareholder-plaintiff always wishes to bring a direct action against the official, directors, or other shareholders, while the defendant prefers to characterize it as derivative. Many significant consequences flow from a court’s determination of whether a shareholder-plaintiff has asserted an derivative action on behalf of the corporation or derivative action. In a derivative action, the claim belongs to the corporation, but the litigation is conducted by a stockholder as a corporation’s representative. Because a derivative claim belongs to the corporation, it is treated as a corporation asset. In contrast, A direct (or individual) claim is a clause of action brought by a plaintiff seeking individual damage or the enforcement of individual right. In the U.S. case law contest, under the “injury test”, or special injury doctrine, a shareholder may bring a suit on his own right against corporate, individual direct or stockholder, to redress an injury sustain by him and which is separate and by corporate or other stockholder. The rule is "if the injury is not to the corporation, an individual clause or actions exist.” Besides, where laws have traditionally required shareholders in a corporation to the derivative action on behalf of the corporation, shareholders in a close corporation to bring a derivative action on behalf of the corporation, the close corporation exception to the derivative lawsuit requirement ("close corporation exception " or "derivative action exception") allows individual shareholders to bring direct claims against the official, directors, or shareholders of the closely held corporation for injuries which are ordinarily or primarily derivative in nature. However, In the R.O.C corporate law contest, there only exists shareholder’s derivative action, so in order to protect minority shareholders, we suggest to impose direct action in it.
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"Corporate governance and minority shareholder's protection in Hong Kong." Chinese University of Hong Kong, 1994. http://library.cuhk.edu.hk/record=b5888041.
Full textAbstract:
Chui Wai-yin Raymonod.Thesis (M.B.A.)--Chinese University of Hong Kong, 1994.
Includes bibliographical references (leaves 57-58).
ABSTRACT --- p.i
TABLE OF CONTENTS --- p.ii
ACKNOWLEDGEMENTS --- p.iii
Chapter
Chapter I. --- INTRODUCTION --- p.1
Background Information --- p.1
Purpose of the Study --- p.2
Methodology --- p.3
Limitations --- p.4
Chapter II. --- CORPORATE GOVERNANCE --- p.5
Introduction --- p.5
Why is Corporate Governance Important --- p.6
Chapter III. --- The CURRENT STOCK MARKET IN Hong Kong --- p.9
Characteristics --- p.9
Governing Body --- p.11
Rules and Regulations --- p.13
Chapter IV. --- MINORITY SHAREHOLDERS' PROTECTION --- p.16
Insider trading --- p.16
Introduction of Independent Directors --- p.21
Foreign Domiciled Companies --- p.23
Director's Remuneration --- p.25
Interim Results Announcement --- p.26
Responsibility of Auditors --- p.27
Privatization --- p.28
Profit Projections --- p.29
Disclosure Requirement --- p.30
Financial Statement --- p.31
Trigger Level --- p.31
Chapter V. --- QUESTIONNAIRES --- p.32
Objective --- p.32
Findings --- p.33
Chapter VI. --- INTERVIEW --- p.36
Purpose --- p.36
Findings --- p.36
Chapter VII. --- RECOMMENDATIONS --- p.37
Insider Dealing --- p.37
Foreign Domiciled Companies --- p.38
Introduction of Independent Directors --- p.39
Director's Remuneration --- p.40
Chapter VIII. --- CONCLUSIONS --- p.41
APPENDIX --- p.42
Chapter I. --- Market Capitalization of the Hong Kong Stock Exchange --- p.42
Chapter II. --- Percentage of Shares Owned by Major Shareholders --- p.43
Chapter III. --- PRC Domiciled Companies Listedin the Hong Kong Stock Exchange --- p.44
Chapter IV. --- Statistics on Director's Remuneration --- p.45
Chapter V. --- Questionnaires sent to Directors --- p.46
Chapter VI. --- List of Companies to which Questionnaires were sent --- p.55
BIBLIOGRAPHY --- p.57
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BAINS, TANU. "MERGERS & ACQUITIONS IN INDIAN BANKING SECTOR AND THEIR IMPACT ON FINANCIAL ON PERFORMANCE & SHAREHOLDERS WEALTH OF ACQUIRING BANKS." Thesis, 2017. http://dspace.dtu.ac.in:8080/jspui/handle/repository/16891.
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This dissertation is a study on the objectives of mergers and acquisitions in India, as to why organizations & firms get into this inorganic mode of expansion. However the focus has been asserted on studying the financial performance and Shareholder‟s value of the acquiring entities and comparing their performance before and after the merger. To conduct a uniform research and arrive at an accurate conclusion, the research has been made restricted to only Indian companies. Furthermore, in Indian context, Banking Sector is chosen for the study.
The report examines the impact of Mergers and Acquisitions on performance of banks in India. The impact on performance of the acquiring banks involved has been analyzed on the basis of two perspectives: i) Operating Performance of acquiring banks, ii) Profitability position of the acquiring banks and iii) Parameters affecting Shareholder‟s Value. For this purpose, 3 Indian Banking Sector M&A cases has been taken into consideration.
With this study, I have tried to test a hypothesis that whether Mergers & Acquisitions change or improve Financial Performance and Shareholder‟s value of the acquiring banks or not. In order to test the hypotheses and to fulfill the objectives of the study, secondary research methods have been used.
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Huang, Hsiang-erh, and 黃祥二. "The Research on Exercising Shareholder's Voting Right in Internet Environment." Thesis, 2006. http://ndltd.ncl.edu.tw/handle/63686334026742657537.
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Cheng, Tsai-Fa, and 鄭財發. "The relation between business life cycle, ultimate controlling shareholder's forecast accuracy." Thesis, 2005. http://ndltd.ncl.edu.tw/handle/56982755565380200773.
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碩士國立中正大學
會計學研究所
93
Analysts, as an informational intermediary, produce research reports that include forecasts of future earnings, thus fulfill an important role in capital market. The objective of this paper is to investigate the association between analyst forecast error and dispersion and ultimate controlling shareholder’s ownership structure in the context of firm life cycle. We divide our sample into various life cycle portfolios based on methods developed by Anthony and Ramesh(1992). Corporate governance structure is measured as the divergence between the ultimate owner’s control and the equity ownership level. Consistent with our hypothesis, we document that improving corporate governance structure may lead to reduction in analyst forecast error and dispersion. We also find that analyst forecast error and dispersion decrease from the growth to the stagnant stages. Finally, the findings show that the level of decrease in forecast error and forecast dispersion provided by corporate governance is greater for growth firms than for stagnant firms.
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Ho, Chin Tsun, and 何進村. "The Impact of The Largest Shareholder's Holding Ratio On Corporate Performance." Thesis, 2012. http://ndltd.ncl.edu.tw/handle/81186490815773216117.
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碩士東海大學
財務金融學系碩士在職專班
100
The most conspicuous subjects about serious takeovers in capital market are “rich dad effect”, “backdoor listing” and “strategic alliance”, and they often cause the stock prices of the invested companies to accelerate in a hurry, which makes companies go from rags to riches. Therefor, the relation between ownership structure and corporate performance（including operating effect and market effect）is the main subject in this study. To investigate how corporate performance is affected by the laregest shareholder’s holdings in the ownership structure and the identity of the largest shareholder, a sample of 10,302 observations is screened with data from all listed companies excluding financials in Taiwan from 2001 to 2010, and then ANOVA and multiple regression analysis are applied in this study. The empirical results show that the largest shareholder’s holding ratio in general positively correlates with corporate performance, which is in line with the “active monitoring hypothesis” proposed by Agrawal and Mandelker (1990) and Hypothesis 1 in this study. It indicates that the higher ratio the largest shareholder keeps, the more incentive to supervise the management he will have, as he is the largest supervisor of the company. Thus the coporate performance will be better. For the identity of the largest shareholder, institutional investors tend to negatively affects operating effect but the impact on market effect seems insignificant, which echoes the “ conflict of interest hypothesis ” proposed by Pound ( 1988 ). It indicates that the largest shareholder often colludes with the management and sacrifices other shareholders’ benefits as he is an institutional investor. Thus the corporate performance worsens. As the largest shareholder is a foreign institutional investor, it’s significantly negatively associated with ROA and RET ( return on stock ), but insignificantly associated with ROE. The result is not in line with Hypothesis 3 in this study. As the largest shareholder plays a role as a senior manager, it’s significantly positively associated with operating effect, and supports the “ convergence of interest hypothesis “ proposed by Jensen and Melckling (1976) , however insignificantly associated with market effect. For the differences of the firms’ characteristics on the largest shareholder’s holdings, the more firm’s shares the largest shareholder would like to hold in general, the board size will be smaller to be easily controlled. To solve this kind of problems, we should strenthen the mechanism of external supervison, and external supervisors are added therefor. Besides, in higher holding firms, most of the laregest shareholders are institutional investors or senior managers, and this kind of firms are also smaller size ones according to the statistics. The firms the largest shareholders tend to increase shareholdings are easily controlled due to higher weight of board and fewer external directors and supervisors, and this kind of firms are usually smaller in size. Institutional investors tend to invest in the firms in larger sizes, and foreign ones do more obviously than local ones do, and this kind of firms tend to hire professional managers. Thus the firms are easilier controlled as the largest shareholders are local institutional investors due to fewer external directors and supervisors.
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HUANG, CHENG-KUO, and 黃程國. "Research on the Shareholder's Informatiion Right of A Company Limited by Shares." Thesis, 2009. http://ndltd.ncl.edu.tw/handle/76994058601214169696.
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碩士國立臺北大學
法律學系一般生組
97
Because of the governance structure of modern companies, which limited by shares, separation of ownership and management gradually formed. Most shareholders do not participate in the company affairs directly. Directors and managers seize the right of company management and decision-making. As a result, shareholders are in an adverse place in terms of knowing a company’s situation now. Moreover, directors and managers frequently encroach on the rights and benefits of shareholder, and so forth. Information right is one of the most basic and important shareholder’s rights. For minor shareholders, keeping the right of information is a way to supervise the management of the company, and the foundation of other core rights. This thesis is meanly to focus on the shareholder’s information right of a company limited by shares. First of all, this paper is to analysis the basic theoretic and value of the right and to discuss how to protect the fundamental rights under the constitution. And then, the discussion of whether the domestic regulations is enough or not for protection, and taking as a comparative legal study of observation actions in the USA, Japan and Germany , in which the science of law are more advanced .The right of the holder’s information can be subdivided into the inspection right and the inquiry right of the shareholder ,as well as the system to apply for appointment of inspector of the shareholder. They have to provide with details, however, their focus of development are different. On the above rights, the further analysis and comparison in the legislation of company law of USA to Japan and observation of the current situation are very important for related cases. Regarding of each concrete information right, the analysis on the requirement of exercise, the model of burden of proof and the right of action for remedy should be proposed and discussed in Chapter 6. From the aforementioned, the company law in Taiwan, and the propose of an amendment about shareholder’s inspection in the system of applying for an inspector appointment should be examined. From the law of USA and Japan, the inquiry right of the shareholder should be also introduced. Through the thesis serves as an example for legislators, a more mature law for protection in shareholder’s information rights may be thus provided.
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TUNG, HSIU-LING, and 童秀鈴. "Discussion on Taiwan Corporate Governance 100 Index and Shareholder's Equity Rate of Return." Thesis, 2018. http://ndltd.ncl.edu.tw/handle/e379a8.
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碩士東吳大學
會計學系
106
Corporate governance refers to a system for guiding and managing companies in order to implement the responsibilities of business operators and to protect the legitimate rights and interests of shareholders and the interests of other stakeholders. Good corporate governance should be that the board of directors and management staff achieve business objectives in a way that meets the best interests of the company and all shareholders；assists corporate management operations, and provides effective monitoring mechanisms to encourage companies to make good use of resources, improve efficiency, and improve competitiveness.This study intends to understand whether the performance of the constituent companies of the Taiwan Corporate Governance 100 Index can be reflected in the return on stockholders' equity, and compares the constituent companies of the Taiwan Corporate Governance 100 Index with those of non-constituent companies to analyze their operations. The difference in performance. The empirical results of this thesis show that companies in Taiwan’s corporate governance 100 Index have a significant positive correlation with shareholder’s equity returns. Companies representing Taiwan’s corporate governance 100 Index’s stocks have better return on equity and better performance. Use shareholders' equity resources to create higher profits for shareholders.
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Tsai, Hao, and 蔡灝. "The Relevancy between Controlling Shareholder's Holding Capability and Information Transparency in Taiwan's Business Group." Thesis, 2012. http://ndltd.ncl.edu.tw/handle/97921200915888248496.
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碩士東海大學
會計學系
100
This study examines the relevancy between holding capability of controlling shareholders and information transparency in Taiwan business groups. Using a sample of business group of firms listed on the Taiwan Stock Exchange (TSE) and Taiwan’s OTC market (GTSM) over a six-year period (2005~2010). This research is analysed by using the ordered probit regression model. Overall results are in line with the entrenchment hypothesis, but when holding capability of controlling shareholders exceeds a certain strength, the information transparency will be affected by convergence of interest hypothesis. The information transparency of core enterprise is not the same under different holding capability, but the second largest shareholder does not have any effect of supervision.
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Teng, Hsiao-En, and 鄧曉恩. "The Protection of Minority Shareholders-Focusing on Shareholder’s Right of dividends-." Thesis, 2013. http://ndltd.ncl.edu.tw/handle/78303635743448668159.
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碩士國立臺灣大學
法律學研究所
101
Basically, the distribute part of Company Act in Taiwan is to protect debtors. Therefore, the company act in Taiwan only says when the company can’t distribute dividends but does not say when the company has to distribute dividends. The company can have their own decisions. The procedure is that the directors should make a resolution of distributing dividends and then send the resolution to the shareholder’s meeting. Only after the shareholder’s meeting pass the resolution can the company distribute dividends. So according to our law, the directors and shareholders both have power to decide whether to distribute dividends or not. Because the law divided the power of distributing dividends into two parts, the shareholders need both two organs do their duty loyally to get the dividends. If any of the organs does not do their duty loyally, the shareholders can’t get the dividends that they are entitled to get. In our country, there are cases that the directors or controlling shareholders abused their power and made the minority shareholders can’t get the dividends they are entitled to get. Unfortunately, because our law lack of the functions to protect minority shareholders’ right, the minority shareholders were stick in the unfair situation. The U.S and U.K also have the cases that the controlling shareholders (usually who also are the directors) abuse their power to make the minority can’t get the dividends they are entitled to get. Both of the countries have functions to solve this problem. In the U.S, the minority shareholders can choose to bring an action to compel directors to distribute dividends. But this kind of action applies to the business judgment rule, so the shareholders have to prove that the directors have bad faith, fraud or gross abuse of discretion. The requirements make shareholders hard to success in the action. However they minority shareholders in U.S have another option. If the company is a close company, the shareholder can use the function that was particularly designed for close company. In the function, the directors and controlling shareholders have enhanced fiduciary duty because of the minority shareholders in close are more vulnerable. Therefore, the minority shareholders of close company are easier to success in the suit. As for the U.K, they have a special function called unfair prejudice. The unfair prejudice deals with the problem that the controlling shareholders oppressed the minority shareholders. Most of the cases that the minority shareholders can’t get or only get little dividends are solved by the function. In this article, I suggest that we should revise our law and let the directors have the complete power to decide whether to distribute the dividend or not and to decide the amount of dividend. And the complete power also means the complete responsibility. If the directors don’t do their job loyally, according to our law the shareholders can sue them. I also suggest that we should have a function to let the oppressed minority shareholders to leave the company and sell their shares in a fair price.
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Lin, Hao-Yu, and 林浩宇. "A Comparative Study of Shareholder's Meeting of Companies Limited by Shares between Taiwan and Mainland China: Centered on Company Law." Thesis, 2013. http://ndltd.ncl.edu.tw/handle/61240119994638837131.
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碩士中國文化大學
中山與中國大陸研究所中山學術組
101
In this thesis, the main elements of a comparative of shareholder’s meetings of companies limited by shares between Taiwan and Mainland China. The first illustration for the position and competence of shareholder’s meetings of companies limited by shares between Taiwan and Mainland China, followed by description and comparative for the topics of shareholder’s meetings of companies limited by shares between Taiwan and Mainland China, and finally summarizes the difference of existence of articles for shareholder’s meetings of companies limited by shares between Taiwan and Mainland China. This thesis is divided into seven chapters, the first chapter describes the motive and purpose of the study, research methods and thesis structure; Chapter II for a basic description of position and competence of shareholder’s meetings of companies limited by shares of Taiwan; Chapter III for a basic description of position and competence of shareholder’s meetings of companies limited by shares of Mainland China; Chapter IV is comparative procedure of convening between Taiwan and Mainland China; Chapter V is comparative shareholder’s rights and resolution method of shareholder’s meetings between Taiwan and Mainland China; Chapter VI is comparative the potency of resolution flaw of the shareholder’s meeting between Taiwan and Mainland China; and chapter VII is the conclusion. The company law about shareholder’s meeting of mainland china is similar with Taiwan, the shareholder’s meeting also composed by all shareholder. Shareholder’s meeting of Mainland China is according to authority from the company law of Mainland China, the major items of company business operating make the resolution, therefore it also calls the institution of meaning .This thesis was introducing emphatically characteristic and meaning of shareholder’s meeting of the Mainland China, and echoes with shareholder’s meeting article of Taiwan. Finally, this thesis through induction-arrangement to company law of Taiwan and Mainland China, lists the bilateral shareholder’s meeting common characteristic between Taiwan and Mainland China, and also different place. This thesis hoped to use the way of states to expect the progress of company law between Taiwan and Mainland China. Simultaneously, also through comparative to make company law of Taiwan and Mainland China, guaranteed to company law of Taiwan not to have the oversight. Keywords: shareholder’s meetings, companies limited by shares, company law of Mainland China, procedure for convening a shareholder’s meeting, resolution flaw of shareholder’s meeting
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Shih, Chi-shou, and 施季秀. "Research on Shareholder's Proposal Right─focusing on "the subject of the proposal cannot be settled or resolved by a resolution to be adopted at a meeting of shareholders" provided in Article 172-1 of Company Law." Thesis, 2006. http://ndltd.ncl.edu.tw/handle/05428169841154105276.
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Lee, Ji-Ru, and 李佶儒. "Corporate Social Responsibility and Shareholder Value The Interaction of Institutional Shareholders." Thesis, 2018. http://ndltd.ncl.edu.tw/handle/639cfm.
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碩士國立彰化師範大學
財務金融技術學系
106
Based on data of 1,503 listed companies on Taiwan Stock Exchange (TWSE) and Taipei Exchange Market (TPEx) covering the period of 2005~2016, this research examines whether firm’s engaging in Corporate Social Responsibility (CSR) increases Shareholder Value. While existing literature has mentioned that firm’s engaging in CSR has benefits as well as cost on wide range of firm’s economic consequences (e.g. financial performance, risk, cost of capital, etc.), how firm’s engaging in CSR affects Shareholder Value is less discussed. This research argues that as firm’s investment on CSR increases, Shareholder Value increases or not. CSR is firstly measured by dummy variable which is based on annual name-list of the Global Views Monthly’s “CSR-Award” and the Common Wealth’s “Corporate Citizens”. Then, CSR measurement is also computed and proxied by social contribution value, social contribution value per share and social returns on assets. Shareholder Value is measured by Market Value and Tobin’s Q. Empirical result based on correlation analysis and multiple regression estimation generally shows that firm’s engaging in CSR and with the interaction of Institutional Shareholders is positively correlated with greater Shareholder Value.
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Vorlíček, Antonín. "Korporátní závoj a jeho limity v České republice." Master's thesis, 2020. http://www.nusl.cz/ntk/nusl-416128.
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Corporate veil and its limits in the Czech Republic This thesis deals with the corporate veil of a company and related legal institutes. Moreover, the thesis interprets instruments that can lead to responsibility or liability of shareholders for the company's obligations. The thesis identifies three model situations related to the corporate veil and the question of its possible pierce that are recognized by foreign legal systems. The first chapter of the thesis focuses on the description of basic Czech legal institutes connected to the corporate veil, which are the concept of legal person and its legal personality, classification of legal persons and separate ownership of a company and a shareholder. The end of the first chapter is focused on a description of corporate veil itself and foreign doctrine of piercing the corporate veil. The second chapter of the thesis describes instruments of Czech company and civil law which may result in piercing the corporate veil between the shareholder and the company. Shareholder's statutory liability, cases of business groups (influence, controlling, and concern) and other theoretical institutes that are potentially able to conclude delict liability of a shareholder for obligations of the company: principles of fair act, and prohibition of apparent abuse of a...
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Murár, Filip. "Vyloučení a vystoupení společníka a zrušení jeho účasti ve společnosti s ručením omezeným." Master's thesis, 2015. http://www.nusl.cz/ntk/nusl-337477.
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v anglickém jazyce The diploma thesis called "The expulsion and the withdrawal of the shareholder and the court-ordered termination of his participation in a limited liability company" deals with the analysis of the selected legal aspects of a limited liability company. Considering the extent to which the limited liability company is represented in the Czech business practice (it is at present the most prevalent form of business corporation in the Czech Republic), it is possible to assume that it is most desirable to thoroughly analyze the legal regulation of the limited liability company. However, the contribution of such analysis lies particularly in the field of legal theory, namely with regard to the new recodified legal regulation of the private law, which has had, legally effective as of January 1, 2014, a distinct impact also on the law of business corporations, and which has introduced a number of changes and new institutes and also a number of interpretation problems and potential ambiguities connected therewith. In this connection, the diploma thesis pays attention to the partial topic of the cessation of the shareholder's participation in the limited liability company. Within the frame of this topic, the diploma thesis focuses on the selected forms of the cessation of the shareholder's...
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Lee, Chia-Fang, and 李珈芳. "Management Quality, Shareholder Value and the Agency Problem between Boards and Minority Shareholders." Thesis, 2013. http://ndltd.ncl.edu.tw/handle/02979074457563259703.
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碩士國立臺灣大學
財務金融學研究所
101
The agency problem between boards and minority shareholders is crucial for shareholders (later denoted as B-E agency problem). However, it is seldom discussed in the existing studies. This study explores the relationship between the B-E agency problem and management quality and examines the effect of the B-E agency problem on shareholder value by employing American firms, with the occurrence of CEO turnover in the past twenty years, from 2000 to 2009. The empirical results reveal that the smaller the B-E agency problem, the more experienced the more prestigious and the shorter-tenured managers are. Moreover, the B-E agency problem shows significant and negative relationship with shareholder value, indicating that mitigating the conflict between the boards and minority shareholders is conducive to shareholder value.
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Chang, Shian-yi, and 張獻宜. "A Study on the Influences of the Stock Return's Rate Caused by Suspending Margin Trading for General Shareholder's Meeting of the Electronic Corporations In Taiwan." Thesis, 2006. http://ndltd.ncl.edu.tw/handle/48254294446908817744.
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碩士南華大學
財務管理研究所
94
The purpose of this study is to investigates the influences of the stock returns caused by suspending margin trading base on Article 38 of Fu-hwa Securities Finance Company''s law of margin-buy and short-sell and Article 165 of Company Law. Specifically, margin trading data of the listed electronic companies in Taiwan is included from February 2002 through April 2002 and February 2003 through April 2003. Empirical results indicate that: (1)The long-term investors don''t need to adjust their portfolio while have the stocks of higher holding ratio by foreign capital and higher short selling; (2)The short-term investors will make a profit during the event of suspending margin trading while have the stocks of lower short selling; (3)The long-term investors will have chances to sell stocks for avoiding risk on the day of suspending short selling and the last repurchase while have the stocks of lower holding by foreign capital and lower margin transaction.