雙類個股公司治理：阿里巴巴

This paper explores the situation surrounding Alibaba Group Holding Limited applying to list on the Hong Kong Exchanges and Clearing (HKEx) before eventually listing on the New York Stock Exchange. While the company did attract the attention of the HKEx, the company’s unique governance structure of giving full control to company insiders despite an asymmetric balance to equity caused Hong Kong’s Securities & Futures Commission (SFC) to balk on the situation. With the company unwilling to adjust its governance structure and the SFC rejecting an exemption to its “one-share-one-vote” policy, Alibaba rescinded its application and listed on the NYSE, one of the major suitors of the company. This left Hong Kong in a dilemma as it proposed to drop its ban on dual-class stocks. In the end, the former British colony, to praise of governance experts, decided to maintain its protection of the investor and keep its “one-share-one-vote” policy.

並列關鍵字

corporate governance ； dual-class stocks ； one share-one vote

參考文獻

Amendments to the Equity Listing Agreement, Clause 28A (2009).

Alibaba Group Holding Limited. (2014, May 6). Form F-1 Registration Statement. Retrieved from Securities and Exchange Commission.

Bebchuk, L., Kraakman, R., & Triantis, G. (2000). Stock Pyramids, Cross-Ownership and Dual Class Equity: The Mechanisms and Agency Costs of Separating Control From Cash-Flow Rights. In R. Morck, Concentrated Corporate Ownership (pp. 445-460). Chicago: University of Chicago Press.

Berle, A., & Means, G. (1932). The Modern Corporation and Private Property. New York: Transaction Publishers.

Betzer, A., van den Bongard, I., & Goergen, M. (2013). Index Membership vs. Loss of Control: The Unification of Dual-Class Shares. Wuppertal.

國際替代計量

雙類個股公司治理：阿里巴巴

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