管理层收购的理论依据及其实现制度设计（The theoretical basis of MBO and the design of its realization system）.docVIP

管理层收购的理论依据及其实现制度设计（The theoretical basis of MBO and the design of its realization system） The theoretical basis of MBO and the design of its realization system Abstract: Management Buyout (MBO) refers to the enterprise management through its own funds or financing, the acquisition is located Corporate shares, the transfer of corporate control from major shareholders to the management of the hands of the behavior. MBO for our country It is of practical significance to have enterprise reform. This paper analyzes the theoretical basis of MBO and discusses its implementation at the same time MBO system design in order to provide reference for the practice of MBO in our country. Key words: Management Buyout (MBO); theoretical basis; merger and acquisition system design The theoretical basis of MBO MBO refers to the management of a company to acquire shares in its own company through its own funds or financing The transfer of corporate control from major shareholders to managers. Since twentieth Century, the academic community has given MBO There are a variety of theoretical explanations, which are generally summarized as efficiency theory and wealth transfer theory. (I) efficiency theory Efficiency theory is the mainstream theory to explain MBO. Scholars of the group focus on motives and achievements such as MBO Performance and other factors illustrate different points of view. Among them, the most representative is the agency cost theory, defense stripping Entrepreneurship and entrepreneurship. 1. agency cost theory. Jansen (Jensen) is the representative of agency cost theory. He pointed out that, as the enterprise With the increasing decentralization of ownership, managements control over enterprises is rising, in the mature enterprises and industries There is a large amount of free cash flow, which makes the management have the free choice space for diversified mergers and acquisitions The free cash flow is the main embodiment of management agency cost. Management is