Management of enterprise groups in China and Countermeasures

Paper Keywords: enterprise group centralization decentralization of capital ties
Abstract: A typical Enterprise Group of the forms of economic organization, with more corporate, have linked bonds, diversified, multi-functional and multi-national technology and other features. At present the initial establishment of enterprise groups in China as a link to the parent company capital structure, but the enterprise group centralization and decentralization within the patterns vary, governance needs to be improved. To this end, on the one hand to enterprise groups in the internal requirements of the modern enterprise system, establish a standard corporate governance structure, establish a scientific operational mechanism, vigorously implement the strategic business structure adjustment, enhance competitive enterprise groups. On the other hand, the state of the external to perfect <<Law >>,<< >>,<< Enterprise Bankruptcy Law Against Unfair Competition Law "> and authorized to manage state-owned assets, etc. Laws and regulations, for the healthy development of enterprise groups in China to create a favorable legal environment.

First, the concept of enterprise group and the basic characteristics of
The term first appeared in the enterprise group 50 years of the 20th century in Japan, today academic enterprise groups are generally defined as: Enterprise Property Group is the main link for the link, combined with the enterprise agreement between the multi-link for the additional corporate enterprises Joint Organization [fll. With the development of economic globalization and scientific and technological progress, enterprise groups in the world economy and social life plays an increasingly important role. it has the following characteristics.

(1) Multi-entity. Enterprise Group is composed by a number of corporate business of the Commonwealth. From the legal status of the point of view, enterprise group itself is not a legal person, not an independent qualification of civil liability, there is no corresponding corporate property rights. Enterprise The member companies within the Group is an independent legal entity, have its own property and civil liability.

(2) has linked bonds. Enterprise group mainly between the various members of the company is holding shares of the capital generated by linked bonds, in addition to a business, technology, personnel, contracts and other aspects of the connection link.

(3) diversity. Enterprise groups are not generally engaged in the production and operation of a single product, in order to make full use of resources, spread business, business groups often operate across several areas or industries.

(4) versatility. Enterprise Group has a production and management functions, but also tend to have strong Research and development functions, trade flows function; the same time, not only has economic and organizational features, but also has social functions, cultural functions and political functions.

(5) multi-national technology. Usually multinational enterprise groups, the business area is not limited to the parent country.

Second, China's Management of Enterprise Group
Enterprise Group is a deepening economic reform, economic integration between enterprises a high degree of horizontal product of the development [[z]. In recent years, as the "capital as the link, through the highly competitive market to develop trans-regional, cross-industry , cross-ownership and cross-border management of large enterprise groups "Strategy, enterprise group's dominant position in the national economy has been strengthened [[3] 0
1. To capital as the link of the parent-subsidiary system formed
Parent-subsidiary system is a typical form of enterprise groups, that is a big company as the core, through the investment holding company formed by the Commonwealth of shares. The core business is the parent company, which engaged in business activities, and by holding, equity participation, control of a subsidiary, Sun Company, affiliated companies, managing the operation of the whole enterprise group. the parent company itself has independent legal person status, while external representative of the whole enterprise group; subsidiary also has a separate legal status. In recent years, China's enterprise groups have been gradually from the past that horizontal integration among enterprises to contract as a link, the transition to capital as the link of the parent enterprise group. parent-subsidiary system is also an effective solution to the state-owned enterprise groups "investor in place," the problem. As China's state-owned assets management system, constructed by the fact that authorized the operation of the main state-owned capital, has in practice generally used. in terms of a subsidiary, the parent company is its investors. the parent company of assets of national commitment to increase the value of responsibility at the same time , can use the "investor" status of their subsidiaries to restructure and enhance the function of the parent company restructuring. Meanwhile, since 2003, the State Council set up a State-owned Assets Supervision and Administration Commission, the local government areas have been established state-owned assets supervision and management institutions. those owned Assets Supervision and agencies to fulfill responsibilities of investor on behalf of the state, respectively, enjoy the owner rights, rights, obligations and responsibilities of unity, the management of assets and personnel, and other affairs of combining the parent company also invested in real in place.


2. Enterprise Group of centralization and decentralization patterns vary
Although China has established a parent-subsidiary system, but the companies within the group set, decentralized management model is not yet unified, enterprise groups, the polarization degree of concentration of power seriously. Part of the high concentration of corporate power, the parent company of subsidiaries manage the production of decision-making , operation and management, almost single-handedly, subsidiaries conduct business initiative and flexibility which greatly affected, the parent company has a strong dependence. In contrast, another part of the enterprise groups to take power in the implementation of management a high degree of decentralization, given the right to freedom subsidiaries, to take loose management approach, but the problem is followed by a subsidiary as an independent, decentralized profit centers, subsidiaries pursue their own interests to maximize the impact of the behavior of the parent company or enterprise group as a whole. enterprises within the group scattered, inefficiencies occur.

3. Enterprise Group Management to be improved
(1) corporate governance structure is not sound. 2 692 companies in the country group, 20% of the enterprise group parent company, no Companies.'s Parent company after the restructuring, there is a meeting of shareholders as not established (not including state sole proprietorship), Jinliang Cheng did not set up the board of supervisors, the general manager appointed by the superior administrative departments accounted for 1 / 337. Some enterprise groups, although the formal establishment of the Board and the Supervisory Board, the Board members and management personnel a high degree of overlap, so that the Board non-existent, Most of the board of supervisors is equipped, and can not form a decision-making, implementation, monitoring and effective checks and balances between the three.

(2) evaluation system is not standardized. Most of the Enterprise Group in the task given the current index is essentially based on quantitative indicators for individual assessment in isolation, the lack of systematic appraisal targets. Coupled with the distortion and a variety of business accounting information the impact of changes in the external business environment, leading to the evaluation results obtained with a certain one-sidedness, and can not objectively reflect the real situation of enterprises.

(3) the operator incentive mechanism not in place. Operators of capital, technology, management, production and distribution according to contribution measures are not specific, manner that is not fixed, not obvious, accountability is not implemented, the operators are not unified Zequan Li . Links to Research Papers Download http://www.hi138.com Third, improve the management of enterprise groups in China Strategy
1. From the Enterprise Group's own terms, Enhancing strength, enhance corporate governance
(1) according to the modern enterprise system, establish a standard of corporate governance. Vigorously promote the shareholding system reform, diversification of investment, regulate the establishment of the shareholders, board of directors, supervisors, managers selected according to the Law. Clear the shareholders, board of directors, board of supervisors, managers Zequan Li, and gradually form an effective check and balance within the enterprise group, coordinated operation of the corporate governance structure.

(2) correct choice of organizational structure, establish a scientific operational mechanism. If involved in many kinds of products, large-scale enterprise group, the parent company may consider the division system; business entirely relevant, appropriate use of the holding company structure, can be controlled corporate form. But no matter what form should the organizational structure of enterprise groups, the level of restrictions within the 2-y3 layer, the implementation of flat management. Our efforts to change their operating mechanism, exploration of the internal labor, personnel and distribution systems, personnel can be achieved out of the operator promoted or demoted, income can be increased by the target.

(3) Dali to implement the strategic adjustment of business structure to enhance the competitive enterprise groups. According to "do something, Do Nothing" requirements, through the listing, merger, combination, reorganization and other methods to highlight the main business, play the overall advantage and achieve enterprise group specialized, large-scale operation, and gradually form enterprise groups to "steal not go, can not be bought, was not able, take away," the core competitiveness.

(4) properly handle the internal collection, separation of powers between. Enterprise Group is the parent company and the investor is the investor relations. From a centralized point of view, the parent company investors should exercise their right to exercise capital beneficiary of the subsidiary; of subsidiaries large amount of borrowing and the use of funds, foreign investment and provide security, important changes of assets and other matters need to be listed under the major issues of the scope of Enterprise Group, the parent company to exercise significant decision-making power; the parent company of subsidiary managers enjoy Personnel Management and to establish a scientific performance evaluation index system, but also have both a qualitative assessment of quantitative analysis, and better performance monitoring and evaluation responsibilities. from the separation of powers perspective, the subsidiary of an independent accounting, autonomous management, marketing power, and Without prejudice to the overall corporate business objectives and decision-making groups within the subsidiary's human, financial, and material with the right configuration. by correctly handling the relationship between parent and subsidiary companies, to enable enterprises to maintain centralization and decentralization within the group at the right level, so that focus decision-making, decentralized management ["], set of powerful, divide and orderly.

2. From the country concerned, to strengthen legislation, for the healthy development of enterprise groups in China provide an institutional guarantee
(1) improve the <<Law>> requirements on the enterprise group. At present, China <<Law>> only provides the legal status of each individual company, while the Enterprise Group has not made special provisions. This respect, Germany and Taiwan, China should learn from the legislative model, can the existing <<Law>> to add a special section of the enterprise group to regulate them, so that the establishment of enterprise groups, legal status, rights and obligations between parent and subsidiary companies and other laws to go by.

{2) increasing the <"Enterprise Bankruptcy Law"> mother on the handling of Enterprise Group
Subsidiary bankruptcy norms. In the enterprise group operating under the conditions of bankruptcy or a subsidiary of either bankruptcy or insolvency while the parent company and subsidiaries to the parent company will also involve the interests of its creditors. The current <"Enterprise Bankruptcy Law >> should be a corresponding increase in processing enterprise group parent company insolvency norms to protect the legitimate interests of stakeholders.

(3) added <"Anti Unfair Competition Law"> on the restriction of the merger terms. On to form enterprise groups not controlled, the unlimited expansion of the scale of enterprise groups will inevitably lead to excessive concentration of the economy, causing monopoly. From the establishment of effective competition The target mode of departure, "" Anti Unfair Competition Law "> size enterprise group should control the protection of competition and prevent monopoly as an important measure.

{4) pay close attention to the development of state-owned assets management laws and regulations authorized. National legislation should be in the following areas. �� expressly authorized investment institutions. They shall include those directly held by the parent company of state-owned capital enterprise groups. �� explicit authorization procedures. To be authority eligibility, requirements requirements, application and approval procedures to terminate the authorization of the other content that provision be made strong, the ability of large enterprise groups will be authorized to improve the efficiency of state-owned assets management, and promote state-owned assets. �� clear authorization elements. the power of the investor, the right to belong to the state revenue, the right to choose managers belong to the state personnel can not be delegated. can be a major decision-making power is granted, a number of asset disposal part of the capital benefit rights and distribution rights. through legislation to change the authorized management of state assets, the randomness and uncertainty. Links http://www.hi138.com Research Papers Download