Abstract: The state-owned commercial bank listed a hot issue in the economic and financial sector research in recent years, the transformation of traditional banks through the capital market has become a trend. Relative to the joint-stock commercial banks listed, the listing of state-owned commercial banks has important practical significance . The article first analyzes China's state-owned commercial banks listed motivation, demonstrated that the "overall market, step-by-step implementation mode listed is the only way for the development of state-owned commercial banks, and the subsequent listing of state-owned commercial banks facing problems, proposed solutions ideas.
Keywords: state-owned commercial banks listed motives listed mode
Bank has become a common trend in international stock form formation from British << the banker >> magazine published the 2001 Global 1000 ranking of big banks, the big banks in the ranking of the world's top 50 a total capital all joint-stock banks, with the exception of the four state-owned banks. while China's state-owned commercial banks due to the vagueness of the property rights structure and instability, resulting in a very imperfect corporate governance structure. some of the facts of the Asian financial crisis that Government direct command of the commercial banks in the allocation of resources will disrupt the orderly operation of the financial system and hinder the growth of capital savings, the threat to the stability of the financial order, very detrimental to the long-term development of state-owned enterprises and state-owned commercial banks. Therefore, we must carry out the recycling structure of property rights of state-owned commercial banks and promote its listing, in order to promote the long-term development.
First, China's state-owned commercial banks listed motives
(A extrinsic motivation
1. Listed on the state-owned commercial banks is an inevitable requirement for the government to promote economic reform
The reform of the financial system is an important content of China's economic reform, the financial markets is the inevitable trend of China's reform of the financial system, and the listing of state-owned commercial banks to push forward the process of reform of the financial system. With the development of China's national economy and residents' income level continuously improve the potential for the development of China's financial markets will be increasing, not only the opening and development of China's financial markets will be restricted if the size of the capital of state-owned commercial banks can not maintain synchronization expansion, will weaken the financial sector in the national economy leading role. allow state-owned banks, under the premise of ensuring constant state holding status listed can effectively expand the influence of the state-owned banks on the national economy, while vigorously develop diverse forms of ownership, and enhance the control of the state-owned economy.
Listed on the state-owned commercial banks is the inevitable result of the Government to promote the reform of the economic system. Based on the weak competitiveness of China's state-owned commercial banks, after joining the WTO, in a fully competitive environment, if you do not reform, China's banking industry is facing customers marginalized marginalization of the value chain, the marginalization of financial innovation, talent marginalization crisis. countries pursue are still limitations under the conditions of economic growth and social stability. however, modern society, finance has become the core of a country's economic, financial industry has a very the strong external economic relations in modern society are concentrated in the banking, banking failures, or business management system is imperfect, it will affect a country's economic growth and social stability in this expectation, the government must to promote the reform of the banking system, to seek the medicine of reform China's state-owned commercial banks to be more affected by the impact of WTO accession, the entry of foreign banks is a direct threat to the survival of the state-owned banks to increase competitiveness is the only way out, reform is natural choice.
2 state-owned commercial banks listed outside China's capital market development
Listed on the state-owned commercial banks, to contribute to the introduction of international strategic investors to diversify the risk of bank listing, new business development for the bank financing channels. Listing of state-owned commercial banks, is bound to absorb part of the domestic legal persons, institutions and individuals and even overseas investors as shareholders and investors to buy bank stocks, in order to get the highest possible return, if the bank managers failed to improve the operation and management improve the economic efficiency of the bank, less profits or even losses, investors will vote with their feet, throw the stock, to issue shares of the bank to put pressure on the other hand, in the implementation of standardized joint-stock case, shareholders by the general meeting of shareholders of hands vote, to exert influence on the managers, prompting them to efforts to improve management, reduce costs and improve efficiency.
In addition, the listing of state-owned commercial banks in the to enrich financial sector, reducing the stock index artificially manipulate the stability of the stock market, promote investment philosophy's role should not be overlooked. China's securities market is in the doldrums, lucrative and stable financial enterprise with its profit, the share capital of the large-scale and mostly well-known enterprises and other characteristics, can easily become a special plate on the market. Listing of commercial banks to help improve the structure of the capital market and developed capital markets, providing a new growth and stability of the backbone, to promote long-term stable development of the capital market. Shenzhen Development Bank and Shanghai Pudong Development Bank, for example, the total market capitalization of the two companies reached 28 billion yuan and 58 billion from each of the two cities a total market capitalization of about 1.65% and 3% in the deep development of high-speed growth, it once led the broader market was famous weathervane in its smooth operation phase after the listing of Shanghai Pudong Development Bank to become the main operation the index stocks, play to support the market can imagine, when the financial companies listed on gradually and the formation of a larger financial sector, because of its larger market capitalization and price stability can be adjust the market trend and curb speculation ideal lever. earnings per share calculated by the four state-owned banks within the audit in 2001 the average was 0.32 yuan, the reference cities average earnings per share of $ 0.21 in 2000 to compare, should belong to a higher level. 2001 ROE this indicator to measure the highest Merchants Bank, reached 27.97 percent, 15.03 percent of Shanghai Pudong Development Bank, Shenzhen Development Bank, 11.09%, 11.91% Minsheng Bank. seen, in terms of profitability and influence on the stock market, banking stocks can play stability of China's financial market.
The state-owned commercial banks listed conducive to optimizing the allocation of resources, and promote the healthy development of the national economy
Listed state-owned banks to improve their capital structure, optimize the shareholding structure of bank funds constitute more single, compared with foreign interbank funds management quality and operational efficiency is lower, and the proportion of non-performing loans is too high. Efforts by the bank to meet listing requirements, it is also the banks to spin off non-performing assets, the process of improving the capital structure. The same time, the vast majority of our commercial banks is not a wholly state-owned banks, but the government, legal absolute Holdings advantage of the joint-stock banks, at some point, this share structure is impact and constraints to the management and operation of the bank. Listing will the number of shareholders of the bank increased exponentially, brought to the bank on the shareholding structure of the optimization is obvious In recent years, China's reform efforts, public services, infrastructure, technology, education, social security, national defense and security, the environment governance and protection of state-owned enterprises predicament requires a lot of money, year after year the budget deficit, the state finance is not abundant, is not easy to come up with a budget of tens of billions of dollars of capital to be used to supplement the state-owned commercial banks. Meanwhile, China The relative abundance of private capital, household savings has exceeded 80,000 billion listing regarded as enriching the banks' capital, a good way to improve the capital adequacy ratio, so you can fully mobilize social capital, expansion of private investment channels to alleviate the financial pressure to optimize the allocation of financial resources .
(B intrinsic motivation
1. The need to improve the corporate governance structure
The state-owned commercial banks listed conducive to establishing a clear financial structure of property rights and improve the corporate governance structure. The four state-owned commercial banks in the current state-owned property rights model, resulting in a fuzzy relationship between ownership and capital impersonal, as well as ownership and management is difficult to separate Right and Interest unknown, and the lack of effective self-restraint mechanisms as well as operating efficiency and effectiveness is low appear. Currently, the corporate governance structure of the state-owned commercial banks there are serious flaws, settings, and operating management of the Board and the Board of Supervisors appointed basically decided by the Government, the Board is non-existent, the Board of Supervisors ability to play an effective role remains to be seen . This situation is difficult to form an effective constraint on operations management, including the coordination of all aspects of the relationship between The corporate governance structure is more out of the question. Listed on the transformation of state-owned commercial banks, is to establish a modern commercial banking system adapt the financial structure of property rights, the state-owned commercial banks to obtain independent legal property status and autonomy of the right to operate, the implementation of separating government administration from enterprise management, to rid itself of the various forms of government intervention. establish an effective internal power constraint mechanism, the formation of the property rights of business institutions and personnel constraints, to prevent the generation of questions such as "internal control", the company has greater stability and longer continuity.
2. Improve the capital adequacy ratio, prevent and defuse financial risks need
Specifically adopted by the Bank for International Settlements in 1988 >> << Basel clearly stipulates that commercial banks' capital adequacy ratio shall not be less than 8% capital adequacy ratio represents the ability of commercial banks to deal with the financial risk, the higher the ratio, the deposits person's principal security more secure. generally not met the Chinese mainland state-owned commercial banks' capital adequacy ratio. while the market is conducive to the expansion of scale and provide additional capital sources of capital operation, the rapid increase in the capital adequacy ratio annual loans of state-owned banks to grow at a speed of about 800 billion from the current situation, the provisions in accordance with the Basel capital adequacy minimum requirement of 8%, state-owned banks need at least annually to supplement 600-80000000000 capital in the current deficit is unlikely that the case has reached a considerable degree of fiscal year allocated hundreds of billions of funds to supplement the state-owned bank capital. listed in the capital market financing, is an effective way to improve the state-owned banks' capital adequacy ratio.
Socialization of state-owned commercial banks listed conducive to spread the financial risk, the capital, is conducive to improve the entire national economy's ability to resist risks. Currently, the government is the sole funder of the state-owned commercial banks, in the actual operation of their business situation bear with unlimited liability. With economic globalization and rapid technological development, financial risk also increases. In the current system, once the financial crisis, the government pushed to the first line of the risks. Restructuring and listing of state-owned commercial banks, investment shares more investors, the financial risk to the government is much smaller. Addition, the state-owned listed on the commercial bank financing channels can also clear the commercial banks listed, you can replenish capital through the issuance of new shares, allotment, to write off a portion of the non-performing assets and improve the quality of bank assets. Shenzhen Development Bank as the first only listed bank shares In 10 years time, again and again a high proportion Songpei, small cap pocket bank shares from the total share capital of 1.945 billion yuan in Shenzhen leading shares, significantly enhanced the ability of banks to withstand risks to promote the expansion of the size of the bank and the business expansion of the state-owned commercial banks should learn from the successful experience of Shenzhen Development Bank, seize the current favorable opportunity to market as quickly as possible, and in the market, make full use of the subsequent financing function of the capital market, realized capital social improve the ability to resist risks for the national economy as a whole.
Respond to the needs of accession to the WTO challenge
After joining the WTO, the competition in the banking sector will be the first one. Competition and challenges, the state-owned commercial banks with the listing to raise the capital adequacy ratio, the introduction of advanced management techniques and risk control mechanisms, strengthen external oversight, and improve the international competitiveness very necessary and urgent. according to the agreement reached by the WTO member countries, China's accession to the WTO, the banking sector's opening include: within two years to allow foreign banks to open RMB business to domestic enterprises, 5 years to allow foreign banks to have full market access and operate RMB retail business, foreign banks in the designated areas are entitled to the same rights as domestic banks in China (national treatment), to cancel regional restrictions and customer restrictions in five years. means that after joining the WTO, foreign banks will be larger-scale, more business, faster entering the country in the financial sector, thus inevitable for our country is already covered in the banking sector of the disease a strong impact in accordance with the principle of market access and national treatment in China treatment of foreign banks will gradually increase, combined with its scientific operation mechanism, assets scale and advanced management tools, will greatly increase its influence in the Chinese financial market, its competitive advantages will gradually emerge. Faced with the imminent fierce competition in the financial sector, domestic commercial banks should deepen reform, to truly become autonomous, self-risk, self-financing, self-restraint of the economic entity to bail out state-owned banks, and the ability to compete with foreign banks, must be fundamentally on the start is to start from the basis of the reform of property rights system innovation through the listed joint-stock reform is the reality of this institutional innovation.Links to free papers Download Center http://eng.hi138.com
Second, the state-owned commercial banks listed on the mode selection
(A) the two state-owned commercial banks listed mode
Eventually reach market, through a thorough joint-stock reform, eventually realized in the form of the reform of state-owned commercial banks, but how to implement the state-owned commercial banks, the stocks were listed, but divergent views can be summed up, there are two main programs: the first option is a "spin-off listed on the reverse acquisition, the second program is "the overall market, step-by-step implementation.
1. "Spin-off, reverse acquisition" mode
Spin-off operation of state-owned commercial banks to take in two ways, namely lateral cut listing, vertical cuts listed so-called horizontal, is cut by one Branch is part of the business, so-called vertical cuts. source of profits of state-owned commercial banks deposit and loan spreads, and thus split by business, it is difficult to separate a higher income, asset size is relatively small sub-part of the financial branch of the developed areas isolated from the unified corporate for the formation Co., Ltd. listed former bank head office continue to exist, and the exercise of shareholders' rights in accordance with the number of shares held by the listed banks, which is the first choice for the Spin-off of state-owned commercial banks.
Spin-off, the biggest advantage is in the case of the overall market conditions are not met, through the development and expansion of the Bank of the Spin-off, and gradually other good economic branches into the acquisition of listed banks, and ultimately achieve the overall market from the current situation analysis "Spin-off reverse acquisition Success Stories" This market models in stock reform of state-owned enterprises listed, as listed on the China Mobile Group works is a typical example. "Spin-off reverse acquisition patterns forward to the following questions: First, the unified national accounting of the assets and liabilities of the state-owned commercial banks, capital unified deployment, not the spin-off or cut-listed, the second, the current world banking trends merged bank size advantage was apparent, If the Spin-off, the scale is smaller, the competitive advantage will disappear. third, the state-owned commercial banks Spin-off will be faced with more complex related party transactions and with the competition. these issues on the management of the holding company's head office high demand, these are difficult to achieve in the near future.
2. "Listed as a whole, step-by-step implementation model
Overall listing of state-owned commercial banks, in essence, is a thorough overall restructuring, to the head office on behalf of the listing, China has been listed on the Shenzhen Development Bank, Shanghai Pudong Development Bank, Minsheng Bank and China Merchants Bank have adopted this model, a great success. this model with the "Spin-off" mode compared to both ensure the unified deployment of state-owned banks, but also contribute to a comprehensive reform of the system of state-owned banks, is a safe and feasible method, because the Spin-off is not only contrary to the economics bank balance unified accounting principles, and not in line with the current trend of the development of the financial sector. First of all, in the financial markets, the commercial banks have significant economies of scale, more competitive, and the expansion of the scale of capital helps banks to improve service efficiency accelerate cash flow. Furthermore, the development of large modern commercial banks is a significant trend. therefore, to maintain the overall listing of state-owned banks, to help enhance their competitiveness to compete with foreign banks. addition, the spin-off from the Bank of China in 2002 in Spin-off situation in Hong Kong-listed sparked two adverse consequences: First, the bad assets to the parent bank and other overseas branches increased the risk, so the risk is still stock, and in order to maintain the listing of the company's better The results force associated line their doing quality business, to the detriment of the interests of other institutions, at the same time, the corporate governance structure of the listed banks are also subject to the parent bank has not yet succeeded.
(II listed as a whole, step-by-step implementation of the "mode of implementation steps
Based on the above understanding, listed on the state-owned banks should adopt prudent and gradual approach in the peel of the non-performing assets in the core assets overall listing, listing specific implementation steps are as follows:
A wholly state-owned company, the management system of state-owned commercial banks operating update
The main task is to streamline the organization and personnel, the establishment of the internal control system, prudent accounting system and operational performance assessment system, to adapt to the modern financial enterprise personnel and distribution system in recent years to make the non-performing loan ratio of decrease of 2-3 percentage points per year, make the capital adequacy ratio of more than 8% within two years, to create the conditions for the establishment of public information disclosure system, financial innovation to support commercial banks to actively develop intermediary business.
The transformation of state-owned banks into Bank Group Company
Appropriate separation, Commercial Bank Co., Ltd. was established in order to focus on quality assets, the four state-owned commercial banks were transformed into Bank Group companies, the Group following were established to achieve a large number of non-performing assets and non-interest-earning assets and excellent operational assets several limited liability companies, such as logistical companies, property management companies, as well as several Inc. (XYZ Bank Corporation)., chairman and general manager of the Group companies can be part-time chairman of the Bank of China Limited and the total manager, Bank Group subsidiary limited liability company chairman to appoint another.
3. Looking for shareholder partners, to solve the problem of state-owned shares "dominance" of the state-owned Bank Group
The state-owned Bank Group should take the initiative to find shareholders partners, to keep the country relatively Holdings premise, and gradually change the situation of state-owned shares "due to the dominance of" relatively balanced shareholding structure. Spirit of complementary advantages, business support, the powerful combination of the principles of state-owned banking group could be introduced to the following partners: (1) internationally renowned big banks and big financial, enterprise, such as Citibank, JP Morgan consortium, (2) the domestic large-scale non-bank financial institutions, such as insurance companies, securities firms, finance companies of enterprise groups, closed-end funds, and (3) the domestic large state-owned (or private) enterprise groups. in absorption of shareholders partner not only pay attention to the stake of each shareholder, but also pay attention to the value of all shareholders orientation, investment ideas and business chain, and other factors.
Public financing and gradually solve the problem of state-owned shares in circulation
After completion of the above steps, the state-owned commercial banks can lay a solid foundation, in line with market conditions, through the market to raise capital to make up for its lack of capital issues, while further diluted equity through the market, we want to achieve the state-owned shares reduction and circulation, and, ultimately, to achieve the same goals of the shares with the right information disclosure requirements of the capital market and the rules of the game, we can also bank from external constraints operating activities.
Third, China's state-owned commercial banks listed on faces two basic issues and their solutions
(Listed on the state-owned commercial banks, faces two basic problems
The basic conditions of the state-owned commercial banks, compared with the listing requirements, there is a considerable gap. Reluctantly listed in this case, the development of capital markets and banking are unhelpful. Therefore, carried out in the state-owned commercial banks listed operational tasks before the two basic issues must be resolved, and that the existing corporate governance structure of state-owned commercial banks to adjust and become true market players, and they bear a large number of non-performing assets are reduced to the international standards Measuring the acceptable level.
(Successfully listed on the importance of the two basic problems of the state-owned commercial banks
The issue of corporate governance structure is the key to success of state-owned commercial banks listed on the institutional level factors
State-owned commercial banks only clear relationship with the economic contract between the government, the basis of the governance structure, in order to ensure the success of its listing from the point of view of the capital markets, which is state-owned commercial banks to become independent market players, with independent legal property rights and decision right to operate, thus becoming the basic premise of the qualified investment objects from the investor's point of view, only on such a basis, the government is still the major shareholders of state-owned commercial banks under the protection of their investment, income and risk to make a reasonable judgment from the Government's point of view, if you can not establish a foundation, then listed in the bank, the new investors to enter the government as the largest shareholder and management power is actually the highest giver, you have to bear all banks operating risk, costly to establish a sound corporate governance structure from the bank itself, only in fierce competition to reach the ultimate goal of sustainable development in this listing.Links to free papers Download Center http://eng.hi138.com
2 The problem of non-performing assets is state-owned commercial banks is a key factor in successfully listed in the level of business
Listed on the state-owned commercial banks (especially overseas listed), can no longer be the same like the first state-owned enterprises listed on national support, barriers to entry and monopoly as a selling point, but must be based on high-quality assets and good profitability to enhance its own in the international capital market investment value of the four major state-owned commercial banks whole or part of the benefit the branches of non-performing assets ratio is significantly higher than the acceptable standards of the international market., more important, due to the historical causes of these non-performing assets policy, the debtor mostly state-owned enterprises and domestic credit system and the law enforcement environment is not perfect, makes these non-performing assets disposal cost is very high, if you put it in the assets to be listed banks, will lead to great difficulties on the disclosure of information significant reduction in the assessment of the overall investment value of state-owned commercial banks and investors., does not completely solve the problem of non-performing assets of state-owned commercial banks, both domestic listed overseas listing, listed as a whole or the Spin-off are quite difficult.
(C solve the fundamental ideas of the two basic problems
I believe that to solve the two problems of corporate governance mechanisms of state-owned commercial banks and non-performing assets, we must separate its linked to the large-scale restructuring of the institutional innovations, the main idea is: the national credit bear the expense of non-performing assets, the government unlimited liability of the state-owned commercial banks into limited liability, and establish a clear economic contractual relationship between the government and state-owned commercial banks, and build the foundation of banks' corporate governance mechanisms.
1 to conduct a comprehensive assessment of the existing assets of the state-owned commercial banks and the acquisition of non-performing assets, the form of special treasury bonds by the government
Assessment of credit assets of state-owned commercial banks, in strict accordance with international loan classification standards, low-quality assets, especially after three of five categories (substandard, doubtful and loss loans stripped out by the central Government's commitment to convert the special government bonds, special government bonds that the central government is directed to issue to the state-owned commercial banks. As for the local government to bear part of the state-owned commercial bank's non-performing assets, can be determined again after the reunification of the acquisition of the central government. The kinds of acquisitions and divestitures completed two o'clock fundamental differences: First, the acquisition of the main central government, rather than a single enterprise, the central government in special treasury bonds to the acquisition, which is an extension be paid in installments rather than divestitures taken spot payment, which fully reflects the use of the national credit more in-depth look at the special treasury bonds for the acquisition of non-performing assets does not completely rely on the fiscal income to repay the source of repayment before financial income : disposal of the income of the non-performing assets, the seigniorage repaid by the Central Bank to issue currency, repayment of the equity interest in the income of the state-owned commercial banks. therefore, in this Solutions, the state finance itself is actually more of a play a credit secured role.
Build a brand new bank corporate governance mechanisms
Build a new bank governance mechanism is divided into two levels: First, the central government's relationship with the bank, called the external base of the corporate governance mechanism, the bank's internal governance mechanisms. Former is particularly important, is the foundation, is to determine the those key factors.
(1 on the relationship between the central government and state-owned commercial banks
Government natural does not have a profit-oriented policy-oriented and, therefore, the government should not be directly as shareholders of state-owned commercial banks as the banks' shareholders, which itself must have a hard financial constraints, so as to form a profit-oriented strategy and management of the bank business formation pressure, so that it consciously resist external intervention. government belongs to the state-owned assets management institutions, state-owned asset management companies, government departments, no profit mission and financial constraints., the increasing the value of the task of state-owned assets is vague, in fact, did not form a hard constraint, therefore, it is inappropriate to shareholders of state-owned commercial banks on behalf of the government to act as I believe that the more feasible approach should be the establishment of the governance mechanisms of non-performing assets resolve the combine and co-ordination to be addressed: First of all, completely delinked from asset management companies and state-owned commercial banks, the end of the four asset management companies and the four state-owned commercial banks Ming as independent, in fact, independent staff relations and organizational management business and not separate from the status quo. Secondly, the four asset management companies merged into one to two from developed countries to deal with the experience of bad bank assets, there is little precedent of setting several functions of the same asset management company. Finally, the state-owned assets management company as the controlling shareholder of the state-owned commercial banks, equity disposal of state-owned commercial banks, state-owned commercial banks to introduce new strategic investors.
(2 on the bank's internal governance mechanisms
Organizational structure of companies, most of the banks in developed countries to take the form of a joint stock limited company, a lot of the big banks or listed companies but the state-owned commercial banks by the government all holding the situation did not happen overnight able to change, it is only with the property rights structure adjustment, to take the path of the wholly state-owned companies - Corporation - listed companies, gradually deepening reform.
The United States, Britain and China is highly fragmented in bank equity, bank governance based mainly external supervision (There is also a necessary condition is the existence of well-developed banking manager market options relative concentration of Germany and Japan, bank governance the internal oversight mainly concentrated ownership of state-owned commercial banks in China is more similar to the above both Germany and Japan, the main insider supervision is an inevitable choice for Internal Oversight key is that the decision-making bodies, executive agencies and relationship between oversight bodies must be economic relations, and not any other relationship. economic relations must replace the current relationship of the internal governance structure of the state-owned commercial banks, there are a lot of administrative decision-making body, the Board must include other representatives of the shareholders and independent directors and independent directors should account for a substantial proportion of the selection and evaluation of professional bankers, For a long time the managers of state-owned commercial banks are hiring official capacity or from internal career bank managers market has yet to be formed, but hiring senior managers from the international market, which should be an important part of the reconstruction of the operating mechanism of state-owned commercial banks learn from the experience of the International Bank in accordance with international practice on the other hand, from existing bank operators in the selection of a group of bank managers intensify nurture domestic market.
Finally, we believe that the only way out of the listing is not state-owned commercial banks, from the international point of view, the bank also is not listed. Listed on the state-owned commercial banks in China in the long run is beneficial to the national economy, but the rush to market, in the business concept, the framework of the internal organization and governance structure has not been fully adjusted, did not fully prepared, listing only a surface phenomenon, is listed on the listing we emphasize: the listing is not an end but a means of , the most important thing is that with the country's economic development strategy, the commercial banks into real good bank.