How to optimize the capital structure of listed companies in China

Capital structure is directly related to the operating performance of listed companies, which not only affects the capital cost and total value of listed companies, but also affects the governance structure and managers' behavior of listed companies, thus affecting the overall economic growth and stability of a country or region. Optimizing the capital structure of listed companies directly affects their quality and investment value, enhances investors' confidence and effectively promotes the healthy development of the capital market.

Second, the evaluation criteria for optimizing the capital structure. Optimizing the capital structure of listed companies needs a universally applicable standard to measure. Modern capital structure theory holds that the optimal capital structure of an enterprise is to maximize its market value. This standard was first put forward by Modigliani and Miller, and has been widely accepted. Whether this standard is suitable for the reality of enterprises in China has been deeply studied in theory and practice. In China, there are several opinions about whether the optimal capital structure of enterprises is standardized.

1. The optimal capital structure of an enterprise is the capital structure that maximizes shareholders' wealth.

When investors invest in enterprises, they hope to get high investment returns and maximum profit dividends from enterprises, which requires the return rate of investment projects of enterprises to be higher than the cost of capital, so as to maximize the net assets of enterprises. However, with the emergence of the separation of two rights (that is, the separation of management rights and ownership of enterprises), in order to maximize the interests of enterprises, managers always hope to keep the surplus as much as possible, realize the preservation and appreciation of enterprise capital, and do not pay dividends to shareholders or pay dividends as little as possible to increase the retained earnings of enterprises. Therefore, under the goal of maximizing shareholders' wealth, even if shareholders invest in high-quality companies, they will not be able to enjoy rich investment returns, which will inevitably hit investors' confidence. In the long run, the wealth growth of the company will naturally be affected.

2. The optimal capital structure of an enterprise is the capital structure that maximizes the profit of the enterprise.

Financial profit refers to the total profit that reflects the operating results of an enterprise in one year in the income statement of an enterprise. From the perspective of users and readers, we can only see the operating conditions of the enterprise within one year. Unless we consciously analyze the profit trend, we can't pay attention to last year's profitability and future profitability. But this kind of profit trend analysis is usually carried out by professionals. Therefore, if we only pay attention to the profit statement of the year when measuring the optimal capital structure of an enterprise, it is easy to ignore the great influence of risk, capital cost and time value of money on the financial decision-making and long-term interests of the enterprise. In modern enterprises where the ownership and management of enterprise capital are completely separated, in order to keep their own vested profits, managers have short-term behaviors of competing for equipment and manpower, which makes the enterprise underdeveloped.

3. The optimal capital structure of an enterprise is the capital structure that maximizes the interests of relevant stakeholders.

Corporate stakeholders refer to investors, creditors, employees, customers, suppliers, etc. This model is to maximize the enterprise value under the condition of weighing the interests of relevant stakeholders. However, due to the conflict of interests among stakeholders in the enterprise, there are many factors that affect the interests of all parties, so it is actually impossible to maximize and quantify the interests of these stakeholders.

The signs of a perfect capital structure are: powerful functions, and all kinds of capital can play their due roles; Fast turnover, in the operation of various forms of capital can quickly change its form in turn; More value-added, more capital appreciation can be achieved through operation; Anti-risk, can resist abnormal situations and reduce losses or bring benefits. The unreasonable performance of listed companies' capital structure is the result of many environmental factors.

3. Ways to optimize the capital structure of listed companies The capital structure of listed companies in China includes not only material capital in financial concepts such as equity capital and creditor's rights capital, but also intangible capital such as human capital. Only by fully recognizing the role of human capital of operators in enterprises can we explain why the same enterprises run by different operators will produce different economic benefits. This paper puts forward ways to optimize the capital structure of listed companies from three aspects: ownership structure, creditor's rights structure and human capital.

1. Optimize the ownership structure of listed companies.

(1) Improve the stock issuance assessment system of listed companies. It is necessary to make it more difficult for listed companies to issue new shares, issue new shares and qualify for allotment, and control the tendency of listed companies to emphasize equity financing from the source. Let listed companies decide whether to carry out equity financing according to their actual operating conditions and capital market conditions, and let them bear the risks alone. Using an index system instead of a single return on net assets as a standard to assess the qualifications of listed companies to issue stocks and new shares makes the expansion of equity more reasonable.

(2) Standardize the dividend distribution system of listed companies. The dividend distribution system of listed companies in China is not standardized, and the dividend is low, which leads to the cost of equity financing lower than that of creditor's rights financing, which harms the interests of shareholders. Therefore, we should standardize the dividend distribution system of listed companies in China. The first is to strengthen information disclosure requirements. For listed companies that do not pay dividends, the CSRC shall require them to disclose the specific reasons for not paying dividends in their annual reports; For companies that send shares, they may be required to disclose the purpose and investment direction of transferring distributable profits into share capital in the annual report. Second, strengthen the legal constraints on dividend distribution of listed companies in China and strengthen the protection of dividend distribution claims; We should strengthen the protection of the interests of small and medium investors.

(3) Solve the non-tradable shares and form a diversified shareholding structure. To solve the problem of non-tradable shares, improve the capital market and improve the ownership structure, we should consider appropriately reducing the proportion of state-owned shares, reducing the proportion of non-tradable shares, reducing the proportion of state-owned shares and realizing the diversification of equity owners. As an institutional defect left over from history, the split share structure restricts the standardized development of China's capital market and the fundamental reform of the state-owned assets management system in many aspects. First of all, the split share structure distorts the pricing mechanism of the securities market. Non-tradable shares objectively lead to a relatively small circulating share capital of a single listed company, strong speculation in the stock market and large stock price fluctuations. Secondly, the split share structure leads to the lack of common interests in corporate governance. The conflicts of interest between non-tradable shareholders and tradable shareholders, major shareholders and minor shareholders are intertwined, which objectively forms the "separation of interests" between non-tradable shareholders and tradable shareholders. Thirdly, it is not conducive to deepening the reform of the state-owned assets management system. State-owned shares can not realize the dynamic stubbornness of marketization, and can not form an incentive mechanism for listed companies to strengthen internal management and asset appreciation. At present, many listed companies have implemented the shareholding system reform, which directly reflects the results of empirical research, that is, the proportion of state-owned shares has declined in the capital structure of listed companies. It can be predicted that through the ongoing reform, the choice of capital structure of listed companies will be more determined by the market than by government administrative orders.

(4) Improve the market legal system and strengthen external supervision. Standardize the market order according to law, establish a dynamic supervision mechanism for information disclosure, track and verify the information disclosed by listed companies, improve the supervision level, increase the opportunity cost of illegal activities, actively safeguard the interests of small and medium investors, and promote the socialization of the capital market supervision system. Strengthen supervision and crackdown, and standardize the business behavior of listed companies. First, constantly improve and perfect the relevant legal system, modify the imperfections in the Company Law, and legally restrain the fraud in equity financing of listed companies. The CSRC should effectively control the situation according to law, put an end to the listing of unqualified companies, and strictly examine and approve the issuance and allotment of listed companies. The second is to strengthen the construction and improvement of various management systems and strengthen the power of system supervision. Stock trading depends on the proper disclosure of information to a great extent, but there are many problems in the information disclosure of listed companies in China. Information asymmetry, or the disclosure of false information, makes shareholders doubt the authenticity of financial reports of listed companies to a great extent. Therefore, we should strengthen the public's evaluation of the behavior of listed companies and intermediaries, strengthen the public's public supervision of their behavior, and make brand reputation an important factor highly related to the long-term interests and values of listed companies and intermediaries.

2. Optimize the creditor's rights structure of listed companies.

(1) Clarify the position of bonds of listed companies in the capital market and improve the concentration of creditor's rights. The state should change the prejudice of investors and financiers against corporate bonds from policies and legislation, and provide a good policy environment and legal environment for the development of the bond market of listed companies. It will enable investors of listed companies to rationally use the raised funds, supervise business risks, arrange sufficient cash flow, show their ability to prevent risks to the market, enhance investors' confidence in the company's debt repayment, reduce financing costs and improve the concentration of creditor's rights. The coordinated development of bond market and stock market is the market basis for listed companies to raise funds through multiple channels and at low cost, and it is also a necessary condition for balancing creditor's rights constraints and equity constraints and forming an effective corporate governance structure. Perfecting the capital market, especially promoting the development of corporate bond market, and establishing smooth financing channels and reasonable financing mechanism are one of the most fundamental measures to improve corporate governance.