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1999年4月,“云天化”宣布将斥巨资回购2亿国家股,这一消息引起了我国资本市场的强烈反响.这是《公司法》、《证券法》正式颁布以来证券市场上宣布股票回购的第一个重要案例,它标志着对国有股流通性问题的探讨开始从理论走向实践,这对我国资本市场的发展具有重要意义.回购国有股是转轨时期我国资本市场的一个特殊现象,这种行为是在产权长期不明晰的资本市场的一种“内生”的制度创新.它对我国上市公司股权结构、公司治理环境等诸多问题的解决具有重要的作用.本文试图通过对“回购”这一问题的探讨,研究它在我国目前资本市场的可操作性以及这种行为对我国上市公司治理结构改革的启示.
In April 1999, “Yuntianhua” announced that it would spend a huge sum of money to repurchase 200 million state-owned shares, a news that has aroused strong repercussions from the capital market in our country. This is the first time since the formal promulgation of the Company Law and the Securities Law Announced the first important case of stock repurchase, which indicates that the discussion on the liquidity of state-owned shares has begun to go from theory to practice, which is of great significance for the development of China’s capital market.Recycling of state-owned shares is a special Phenomenon, which is an “endogenous” institutional innovation in the capital market whose property rights are not clear for a long time and plays an important role in resolving many problems such as the ownership structure and corporate governance environment of the listed companies in our country.This paper tries to find out the problems of ownership structure, “Buyback” this issue to explore its operability in China’s current capital market and its implications for the reform of the governance structure of listed companies in China.