World Bank Document

Total Page:16

File Type:pdf, Size:1020Kb

World Bank Document Public Disclosure Authorized Public Disclosure Authorized Public Disclosure Authorized Public Disclosure Authorized Anjali Kumar Kwang Jun Anthony Saunders Susan Selwyn Yan Sun Dimitri Vittas David Wilton FINANClAL TIMES Financial Publishing Asia Pacific Published by FT Financial Publishing Asia Pacific An imprint of Pearson Professional Asia Pacific Suite 1808 Asian House 1 Hennessy Road Wan Chai Hong Kong Tel: (852) 2863 2600 Fax: (852) 2520 6646 Internet: [email protected] Web: www.pearson-pro.com.hk O 1997 The World Bank Conditions of Sale All rights reserved. No part of this publication may be reproduced, stored in a retrieval system, ortransmitted, in any form or by any means, electronic, mechanical, photocopying, recording or otherwise, without the prior written permission of the Publishers. No responsibility for loss occasioned to any person acting or refraining from action as a result of the material in this publication can be accepted by the Author or Publishers. First edition 1997 Printed in Hong Kong ISBN 962 661 048 4 Publisher's note The findings, interpretations and conclusions expressed in this study are the results of research supported by the World Bank, but they are entirely those of the author and should not be attributed in any manner to the World Bank, to its affiliated organisations, or to members of its Board of Executive Directors or the countries they represent. CONTENTS vii Tables in Text. .. Figures in Text Vlll Statistical Appendix X Currency Equivalents, Fiscal Year, Weights and Measures xii Acronyms and Abbreviations xiii Acknowledgements xvi 1. THE CONTEXT OF CAPITAL MARKET DEVELOPMENT China's Capital Markets: Central Questions The Growth of China's Capital Markets The Role of Capital Markets in China's Economy 2. THE REGULATORY FRAMEWORK Introduction Principles of Securities Market Regulation: Relevance for China The Regulatory Framework Regulation of Securities lssue and Trading: An Evaluation Regulation of Participating Institutions Distribution of Oversight within the Government Annex 2.1 China: Laws and Regulations Related to Securities Activities Annex 2.2 Central and Local Authorities' Approvals Required for Listing Annex 2.3 Central and Local Regulations: Listing Criteria Annex 2.4 The Trading Systems Annex 2.5 Restrictions Against Insider Dealing Annex 2.6 Regulation of Securities Dealers 3. DOMESTIC BOND MARKETS Introduction The Primary Market lssue Method Secondary Markets in Debt Securities 4. EQUITY MARKET PERFORMANCE Introduction: Equity Markets and the Shareholding System Characteristics of China's Equity Markets The New Issue Process and Public Offerings Stock Price Volatility and Returns to lnvestors Market Integration: Current and Potential Other Issues: Enterprise Debt Securities Annex 4.1 Clearance, Settlement and Depository Systems Annex 4.2 Technical Note on the Analysis of Equity Markets 5. INTERNA1-IONALISKrION OF CHINA'S SECURITIES MARKETS The Scope for Safe Participation in lnternational Securities Markets lnternational Participation in China's Equity Issues The Performance of China's Overseas Equity Listings Opening of Fixed-Income Securities Markets China's Access to Overseas Securities Markets Trading in Derivative Instruments on lnternational Markets 6. INSTITUTIONAL lNVESTORS Institutional lnvestors and Securities Markets The Insurance Industry in China The Pension System Housing Funds Mutual Funds Annex 6.1 Glossary on Contractual Savings Institutions Annex 6.2 Institutional lnvestors in Hong Kong 7. CONCLUSIONS AND RECOMMENDATIONS Conclusions Suggested Policy Changes REFERENCES STATISTICAL APPENDIX TABLES IN TEXT Contribution of Capital Markets to Real Sector Investment Government Debt Purchases: Households and Non-Households Treasury Bill Coupon Rate, Deposit Rates and Inflation Comparison of Coupon and Deposit Rates, and Secondary Market Yield Comparison of Coupon on Treasury Bills Sales by Purchaser: Households, Enterprises, and Financial Institutions Tradability of 1994 Treasury Bill Issues China: Spot and Futures Trading of Bonds Ratio of Bond Trading Value to Stock Outstanding Trading in Repurchase Agreements Concentration Ratios of Member Firms Trading on the Shanghai Stock Exchange (January 1995) Concentration of Share Trading on China's Securities Exchanges China's Equity Markets: Underpricing of New Share issues IPO Underpricing Worldwide Trading on China's Equity Markets: Returns and Volatility Chinese Companies with ADR and GDR Programmes (December I 994) China Closed-End Country Funds: Discounts/Premiums Average Spread on Floating Rate Medium and Long Term Bond lssues China Underwriting Performance of the People's Insurance Company of China (1 992193) China and Other Countries: Basic Equation of Social Pension System China Projected Basic Equation of Social Pension System FIGURES IN TEXT Growth of Securities Issued and Outstanding (1981 -1 993) 2 Volatility in China's Securities Trading 4 Growth of the Equities Market 6 Secondary Markets in China's Securities 7 China and Other Emerging Equity Markets: A Comparison (1 993) 8 Securities Markets in China's Financial Sector 11 Central Government Budgetary Deficit and Treasury Bond Issues 16 Share of Bonds in China's Overseas Borrowing 20 China: Composition of Outstanding Debt Issues 82 Outstanding Debt Composition Disaggregated 84 China: Trading Value of Bonds 100 Ratios of Trading Volume of Debt to Debt Stock and to GDP 101 Ratios of Debt Stock Outstanding to GDP: China and Other Countries 102 Regional Bond Yield Differentials (1 990) 108 Yield Differentials between Treasury Bills on Principal Markets: 1994 (Shanghai, Wuhan and Shenzhen) 108 China: Secondary Market Yield Curve 11 0 China: Bond Yield, Deposit Rate and Inflation 11 1 Equity Index and Average Bond Yield 11 2 Average Daily Trading Value of Shares 122 Shanghai Securities Exchange 125 China: A Stylised IPO Process: Post-Offer to the Beginning of Trading 130 Initial Offerings of Shanghai A and B Shares 132 Risk-Adjusted Returns to lPOs at Shanghai 135 China: Shanghai and Shenzhen Share Indices and Volume of Trade 143 Shanghai and Shenzhen: Share Price Variance 1 44 Spreads between Shanghai and Shenzhen A and B Shares 150 Discounts on Shares Listed in Overseas Exchanges 151 Private Capital Flows to China 179 China and Other Emerging Markets: Participation in International Capital Flows 180 China and Mexico Inflows 181 Country Funds - Average Discount 193 lnternational Bond Issues by Chinese Borrowers: Currency, Type and Maturity China: lnternational Syndicated Loans China: Maturities and Spreads on lnternational Syndicated Loans China: lnsurance Premium Growth (1986 -1 992) China: lnternational Comparison of lnsurance Premiums (1 992) China: Comparison of the Life and Non-life Structure of lnsurance with Selected Countries China: lnsurance Premiums by Line (1 992) China: Comparisions of the Performance of the lnsurance Industry in Selected Countries STATISTICAL APPENDIX Al.l China: Debt Securities Issued and Outstanding A1.2 China: Trade in Securities A1.3 China: Securities Trading on the Shanghai Exchange in 1994 (January1994 to January 1995) A1.4 China: Securities Markets and the Financial Sector A1.5 Financing of the Government Deficit: Contribution of Bond Issues A1.6 China: Contribution of Securities Markets to Investment A1.7 China: Overseas Debt and Capital Markets (1987 -1 993) A2.1 China: Structure Of Securities Regulation A2.2 Structures of Regulation in Asian Securities Markets A2.3 Minimum Listing Requirements of Major Stock Markets A3.1 China: Securities Trading by Region A3.2 Monthly Transaction Volume in the lnterbank Market A3.3 Assets of Financial Institutions Engaged in the lnterbank Market A4.1 China: Key Characteristics of the Equities Markets of Shanghai and Shenzhen A4.2 China: Size and Growth of China's Equities Markets (1991 -1 994) A4.3 Trading Value of Equities (1991 -1 994) A4.4 China: Trading Volume of Securities Per Day (1991 -94) A4.5 Trading Value of Inter-Linked Trading Centres (Linked to Shanghai) (January 1995) A4.6 China: Stock Trading Centres A4.7 Shanghai Securities Exchange: Trading Summary of Sectoral Stocks A4.8 Initial Public Offering Quotas (1993) A4.9 China and Other Emerging Equity Markets: Relative Size and Market Liquidity (1 994) A4.10 China and Other Emerging Equity Markets: Growth (1989 -1 993) A4.11 China and Other Emerging Equity Markets: Volatility (1993 -1 994) A5.1 International B and H Share Offerings by Chinese Issuers A5.2 China's Overseas Share Listings (Hong Kong and New York) A5.3 Country Funds: Trends in Total Returns A5.4 Credit Ratings of Chinese Borrowers A5.5 Sovereign Rating Selected Developing Countries A5.6 China: Overseas Bond Issuing lnstitutions B5.1 Limits on Equity Participation by Foreign Investors B5.2 Foreign Exchange Controls on Portfolio lnvestment Capital Gains and Dividends B5.3 Taxation of Dividends and Capital Gains of Foreigners Investing in Emerging Markets A6.1 China: lnsurance Premium Growth (1986 -92) A6.2 China: International Comparison Of lnsurance Premiums (1 992) A6.3 China: Comparisons of Growth of lnsurance Penetration A6.4 China: Comparisons of the Structure of Life and Non-life lnsurance (1 992) A6.5 China: Comparisons of the Performance of the lnsurance Industry in Selected Countries A6.6 China: Assets and Liabilities of the People's lnsurance Company (1 992193) B6.1 lnvestment Patterns of Contractual Savings lnstitutions CURRENCY EQUIVALENTS Currency Unit: Renminbi (Rmb) (Nominal Official Period Average Rates) Year Rmb per US$ 1996 (January
Recommended publications
  • Informed and Strategic Order Flow in the Bond Markets
    Informed and Strategic Order Flow in the Bond Markets Paolo Pasquariello Ross School of Business, University of Michigan Clara Vega Simon School of Business, University of Rochester and FRBG We study the role played by private and public information in the process of price formation in the U.S. Treasury bond market. To guide our analysis, we develop a parsimonious model of speculative trading in the presence of two realistic market frictions—information heterogeneity and imperfect competition among informed traders—and a public signal. We test its equilibrium implications by analyzing the response of two-year, five-year, and ten-year U.S. bond yields to order flow and real-time U.S. macroeconomic news. We find strong evidence of informational effects in the U.S. Treasury bond market: unanticipated order flow has a significant and permanent impact on daily bond yield changes during both announcement and nonannouncement days. Our analysis further shows that, consistent with our stylized model, the contemporaneous correlation between order flow and yield changes is higher when the dispersion of beliefs among market participants is high and public announcements are noisy. (JEL E44, G14) Identifying the causes of daily asset price movements remains a puzzling issue in finance. In a frictionless market, asset prices should immediately adjust to public news surprises. Hence, we should observe price jumps only during announcement times. However, asset prices fluctuate significantly during nonannouncement days as well. This fact has motivated the introduction of various market frictions to better explain the behavior The authors are affiliated with the Department of Finance at the Ross School of Business, University of Michigan (Pasquariello) and the University of Rochester, Simon School of Business and the Federal Reserve Board of Governors (Vega).
    [Show full text]
  • Government Bonds Have Given Us So Much a Roadmap For
    GOVERNMENT QUARTERLY LETTER 2Q 2020 BONDS HAVE GIVEN US SO MUCH Do they have anything left to give? Ben Inker | Pages 1-8 A ROADMAP FOR NAVIGATING TODAY’S LOW INTEREST RATES Matt Kadnar | Pages 9-16 2Q 2020 GOVERNMENT QUARTERLY LETTER 2Q 2020 BONDS HAVE GIVEN US SO MUCH EXECUTIVE SUMMARY Do they have anything left to give? The recent fall in cash and bond yields for those developed countries that still had Ben Inker | Head of Asset Allocation positive yields has left government bonds in a position where they cannot provide two of the basic investment services they When I was a student studying finance, I was taught that government bonds served have traditionally provided in portfolios – two basic functions in investment portfolios. They were there to generate income and 1 meaningful income and a hedge against provide a hedge in the event of a depression-like event. For the first 20 years or so an economic disaster. This leaves almost of my career, they did exactly that. While other fixed income instruments may have all investment portfolios with both a provided even more income, government bonds gave higher income than equities lower expected return and more risk in the and generated strong capital gains at those times when economically risky assets event of a depression-like event than they fell. For the last 10 years or so, the issue of their income became iffier. In the U.S., the used to have. There is no obvious simple income from a 10-Year Treasury Note spent the last decade bouncing around levels replacement for government bonds that similar to dividend yields from equities, and in most of the rest of the developed world provides those valuable investment government bond yields fell well below equity dividend yields.
    [Show full text]
  • Chapter 7 Interest Rates and Bond Valuation
    Chapter 7 When corp. need to investment in new plant and equipment, it required money. So’ corp. need to raise cash / funds. Interest Rates and • Borrow the cash from bank (or Issue bond Bond Valuation / debt securities) (CHP. 7) • Issue new securities (i.e. sell additional shares of common stock) (CHP. 8) 7-0 7-1 Differences Between Debt and Chapter Outline Equity • Debt • Equity • Bonds and Bond Valuation • Not an ownership • Ownership interest interest • Common stockholders vote • Bond Ratings and Some Different Types of • Creditors do not have for the board of directors and other issues voting rights Bonds • Dividends are not • Interest is considered a considered a cost of doing • The Fisher Effect – the relationship cost of doing business business and are not tax and is tax deductible deductible between inflation, nominal interest rates • Creditors have legal • Dividends are not a liability and real interest rates remedy if interest or of the firm and stockholders have no legal remedy if principal payments are dividends are not paid missed • An all equity firm can not go • Excess debt can lead to bankrupt financial distress and bankruptcy 7-2 7-3 BOND • When corp. (or gov.) wishes • In return, they promise to pay to borrow money from the series of fixed interest payments public on a L-T basis, it and then to repay the debt to the usually does so by issuing or bondholders (lenders). selling debt securities that • Par value is usually $1000 are generally called BOND. for corporate bond 7-4 7-5 Bond • Par value (face value) • Face Value (Par Value): The principal • Coupon rate amount of a bond that will be repaid at • Coupon payment the end of the loan.
    [Show full text]
  • Initial Public Offerings
    November 2017 Initial Public Offerings An Issuer’s Guide (US Edition) Contents INTRODUCTION 1 What Are the Potential Benefits of Conducting an IPO? 1 What Are the Potential Costs and Other Potential Downsides of Conducting an IPO? 1 Is Your Company Ready for an IPO? 2 GETTING READY 3 Are Changes Needed in the Company’s Capital Structure or Relationships with Its Key Stockholders or Other Related Parties? 3 What Is the Right Corporate Governance Structure for the Company Post-IPO? 5 Are the Company’s Existing Financial Statements Suitable? 6 Are the Company’s Pre-IPO Equity Awards Problematic? 6 How Should Investor Relations Be Handled? 7 Which Securities Exchange to List On? 8 OFFER STRUCTURE 9 Offer Size 9 Primary vs. Secondary Shares 9 Allocation—Institutional vs. Retail 9 KEY DOCUMENTS 11 Registration Statement 11 Form 8-A – Exchange Act Registration Statement 19 Underwriting Agreement 20 Lock-Up Agreements 21 Legal Opinions and Negative Assurance Letters 22 Comfort Letters 22 Engagement Letter with the Underwriters 23 KEY PARTIES 24 Issuer 24 Selling Stockholders 24 Management of the Issuer 24 Auditors 24 Underwriters 24 Legal Advisers 25 Other Parties 25 i Initial Public Offerings THE IPO PROCESS 26 Organizational or “Kick-Off” Meeting 26 The Due Diligence Review 26 Drafting Responsibility and Drafting Sessions 27 Filing with the SEC, FINRA, a Securities Exchange and the State Securities Commissions 27 SEC Review 29 Book-Building and Roadshow 30 Price Determination 30 Allocation and Settlement or Closing 31 Publicity Considerations
    [Show full text]
  • Secondary Market Trading Infrastructure of Government Securities
    A Service of Leibniz-Informationszentrum econstor Wirtschaft Leibniz Information Centre Make Your Publications Visible. zbw for Economics Balogh, Csaba; Kóczán, Gergely Working Paper Secondary market trading infrastructure of government securities MNB Occasional Papers, No. 74 Provided in Cooperation with: Magyar Nemzeti Bank, The Central Bank of Hungary, Budapest Suggested Citation: Balogh, Csaba; Kóczán, Gergely (2009) : Secondary market trading infrastructure of government securities, MNB Occasional Papers, No. 74, Magyar Nemzeti Bank, Budapest This Version is available at: http://hdl.handle.net/10419/83554 Standard-Nutzungsbedingungen: Terms of use: Die Dokumente auf EconStor dürfen zu eigenen wissenschaftlichen Documents in EconStor may be saved and copied for your Zwecken und zum Privatgebrauch gespeichert und kopiert werden. personal and scholarly purposes. Sie dürfen die Dokumente nicht für öffentliche oder kommerzielle You are not to copy documents for public or commercial Zwecke vervielfältigen, öffentlich ausstellen, öffentlich zugänglich purposes, to exhibit the documents publicly, to make them machen, vertreiben oder anderweitig nutzen. publicly available on the internet, or to distribute or otherwise use the documents in public. Sofern die Verfasser die Dokumente unter Open-Content-Lizenzen (insbesondere CC-Lizenzen) zur Verfügung gestellt haben sollten, If the documents have been made available under an Open gelten abweichend von diesen Nutzungsbedingungen die in der dort Content Licence (especially Creative Commons Licences), you genannten Lizenz gewährten Nutzungsrechte. may exercise further usage rights as specified in the indicated licence. www.econstor.eu MNB Occasional Papers 74. 2009 CSABA BALOGH–GERGELY KÓCZÁN Secondary market trading infrastructure of government securities Secondary market trading infrastructure of government securities June 2009 The views expressed here are those of the authors and do not necessarily reflect the official view of the central bank of Hungary (Magyar Nemzeti Bank).
    [Show full text]
  • China Client Alert
    China Client Alert Hong Kong Regulator issues Guidelines on IPO Cornerstone Investments Last month, the Hong Kong Stock Exchange ("HKEx") issued new guidelines for cornerstone investments (the “Guidance Letter”). In the Guidance Letter, HKEx sets out its general policies on IPO cornerstone investments and expresses its concerns over side arrangements made between cornerstone investors and listing applicants. Paul, Weiss Asia Offices Highlights of HKEx's policies on IPO Cornerstone Investments: A) Principles for Approving IPO Cornerstone Investments BEIJING Unit 3601, Fortune Plaza Office HKEx approves a preferential placing to cornerstone investors Tower A based on the following principles: No. 7 Dong Sanhuan Zhonglu Chao Yang District, Beijing 100020 • Placing price is at IPO price, People’s Republic of China • +86 10 5828 6300 IPO shares are subject to lock-up (at least 6 months), • Investor has no board representation, HONG KONG Hong Kong Club Building, 12th Flo0r • Investor is independent of listing applicant, its connected persons 3A Chater Road, Central and their respective associates, Hong Kong • Details of placing arrangements are disclosed in the prospectus, +852 2846 0300 and TOKYO • IPO shares are counted as part of the public float so long as the Fukoku Seimei Building investor is a member of the public under Hong Kong Listing Rules. 2-2, Uchisaiwaicho 2-chome Chiyoda-ku, Tokyo 100-0011, B) Reclassification of Cornerstone Investors as Pre-IPO Japan Investors +81 3 3597 8101 HKEx may reclassify a cornerstone investor as a pre-IPO investor if, with respect to acquisition of IPO shares, such investor (whether by way of side letters or otherwise): (i) receives any direct or indirect benefit (other than a guaranteed allocation of IPO shares), for example: • waiver of brokerage commission, • ©2013 Paul, Weiss, Rifkind, Wharton & put option for other person to buy back shares after listing, Garrison LLP.
    [Show full text]
  • Corporate Bonds
    UNDERSTANDING INVESTING Corporate Bonds After government bonds, the corporate bond market is the largest section of the global bond universe. With a vast array of maturities, yields and credit quality available, investing in corporate bonds has the potential to provide higher yields than government bonds and diversification benefits for investors. WHAT ARE CORPORATE BONDS? Speculative-grade bonds are issued by companies perceived to have a lower level of credit quality compared to more highly When companies want to expand operations or fund new rated, investment-grade, companies. The investment-grade business ventures, they often turn to the corporate bond category has four rating grades while the speculative-grade market to borrow money. A company determines how much category is comprised of six rating grades. it would like to borrow and then issues a bond offering in that amount; investors that buy a bond are effectively lending money to the company according to the terms established in STANDARD MOODY’S & POORS the bond offering or prospectus. INVESTMENT GRADE Unlike equities, ownership of corporate bonds does not signify an ownership interest in the company that has issued the Highest quality (Best quality, smallest degree of Aaa AAA bond. Instead, the company pays the investor a rate of interest investment risk) over a period of time and repays the principal at the maturity High Quality Aa AA date established at the time of the bond’s issue. (Often called high-grade bonds) While some corporate bonds have redemption or call features
    [Show full text]
  • Speculation in the United States Government Securities Market
    Authorized for public release by the FOMC Secretariat on 2/25/2020 Se t m e 1, 958 p e b r 1 1 To Members of the Federal Open Market Committee and Presidents of Federal Reserve Banks not presently serving on the Federal Open Market Committee From R. G. Rouse, Manager, System Open Market Account Attached for your information is a copy of a confidential memorandum we have prepared at this Bank on speculation in the United States Government securities market. Authorized for public release by the FOMC Secretariat on 2/25/2020 C O N F I D E N T I AL -- (F.R.) SPECULATION IN THE UNITED STATES GOVERNMENT SECURITIES MARKET 1957 - 1958* MARKET DEVELOPMENTS Starting late in 1957 and carrying through the middle of August 1958, the United States Government securities market was subjected to a vast amount of speculative buying and liquidation. This speculation was damaging to mar- ket confidence,to the Treasury's debt management operations, and to the Federal Reserve System's open market operations. The experience warrants close scrutiny by all interested parties with a view to developing means of preventing recurrences. The following history of market events is presented in some detail to show fully the significance and continuous effects of the situation as it unfolded. With the decline in business activity and the emergence of easier Federal Reserve credit and monetary policy in October and November 1957, most market elements expected lower interest rates and higher prices for United States Government securities. There was a rapid market adjustment to these expectations.
    [Show full text]
  • The Innovation of Government Bonds in the Growth of an Emergent Capital Market
    Journal of Open Innovation: Technology, Market, and Complexity Article The Innovation of Government Bonds in the Growth of an Emergent Capital Market Cordelia Onyinyechi Omodero 1,* and Philip Olasupo Alege 2 1 Department of Accounting, College of Management and Social Sciences, Covenant University, Ota 110001, Ogun State, Nigeria 2 Department of Economics and Development Studies, College of Management and Social Sciences, Covenant University, Ota 110001, Ogun State, Nigeria; [email protected] * Correspondence: [email protected] Abstract: The growth of an emerging capital market is necessary and requires all available resources and inputs from various sources to realize this objective. Several debates on government bonds’ contribution to Nigeria’s capital market developmental growth have ensued but have not triggered comprehensive studies in this area. The present research work seeks to close the breach by probing the impact of government bonds on developing the capital market in Nigeria from 2003–2019. We employ total market capitalization as the response variable to proxy the capital market, while various government bonds serve as the independent variables. The inflation rate moderates the predictor components. The research uses multiple regression technique to assess the explanatory variables’ impact on the total market capitalization. At the same time, diagnostic tests help guarantee the normality of the regression model’s data distribution and appropriateness. The findings reveal that the Federal Government of Nigeria’s (FGN) bond is statistically significant and positive in influencing Nigeria’s capital market growth. The other predictor variables are not found significant in this study. The study suggests that the Government should improve on the government bonds’ coupon, while still upholding the none default norm in paying interest and refunding principal to investors when due.
    [Show full text]
  • Sec Formalizes Its Position on Pipe Transactions
    June 2007 SEC FORMALIZES ITS POSITION ON PIPE TRANSACTIONS By Jeffrey T. Hartlin, Elizabeth A. Brower and Michael L. Zuppone Private investment in public equity offerings, labeled primary offering made on behalf of the issuer, in which “PIPEs” by market participants, have become a case the PIPE investors would be viewed as effectively permanent alternative for raising equity capital by public acting as statutory underwriters with respect to the companies in need of financing. Pursuant to informal resale of their shares to the public. guidance issued by the Staff of the Securities and BACKGROUND Exchange Commission (“SEC”) in the mid 1990s, PIPEs have been treated as completed private placements not PIPE transactions have two components. The first subject to integration with subsequent registered component involves the original issuance of the secondary offerings by selling securityholders. Under securities – i.e., the private placement of securities by a this guidance, PIPE investors have been able to have the public company to one or more accredited investors in shares issued in (or the shares underlying convertible reliance on the statutory private placement exemption securities issued in) the PIPE transaction registered for provided by Section 4(2) of the Securities Act and/or public resale into the trading market concurrently with private offering exemption provided by Regulation D or soon after the closing of the PIPE transaction. under the Securities Act. The securities sold in PIPEs Recently, as described below, the treatment of PIPEs may include common stock, straight or convertible investors in registered offerings as just selling preferred stock, convertible debt or a combination of securityholders, as opposed to statutory underwriters, these securities, as well as warrants that are issued to has been called into question in certain circumstances.
    [Show full text]
  • Evidence from the Short Sale Ban on US Financial Stocks
    Short Sale Constraints, Dispersion of Opinion, and Market Quality: Evidence from the Short Sale Ban on U.S. Financial Stocks Don M. Autore Florida State University Randall S. Billingsley Virginia Tech Tunde Kovacs Virginia Tech Northeastern University June 2009 ABSTRACT The three-week ban on short selling during 2008 for nearly 800 U.S. financial stocks provides an opportunity to directly test how binding short sale constraints affect stock valuation. We focus on the relative valuation effects of the ban on stocks with higher vs. lower dispersion of investor opinion and stocks that experience greater vs. smaller deterioration in market quality. First, we find that the initiation of the ban is associated with abnormal price increases that continue even after the ban. Second, valuation increases are significantly more pronounced for stocks associated with greater dispersion of opinion. However, after the ban is removed, this dispersion effect disappears. Third, the ban is associated with large increases in relative quoted spreads and decreases in the average number of trades per day, consistent with a reduction in market quality. Finally, the banned stocks that face the greatest widening in their spread experience weaker abnormal stock performance during and after the ban. In summary, the dispersion-related findings support Miller’s (1977) argument that high dispersion stocks become overvalued under binding short sale constraints. The spread-related findings suggest that short sellers are viewed as informed investors. In the absence of short sellers, investors demand higher risk premiums to reflect the increased uncertainty about the stock’s value. From a policy standpoint, the actions of the Securities and Exchange Commission might have curbed excessive price declines for troubled firms without lasting differential valuation consequences for higher vs.
    [Show full text]
  • The China Stock Exchange – IPO Overview 1
    The China Stock Exchange – IPO Overview 1 1. Regulatory Background 1.1 Overview of Regulatory In China, there are two public stock exchange markets, i.e., Shanghai Stock Exchange (the “ SSE ”) and Shenzhen Stock Exchange (the “SZSE ”). As of December 2012, 954 companies were listed on the SSE with a total market capitalization of RMB15,869.844 billion 2. As of May 30, 2013, 1,537 companies were listed on the SZSE with a total market capitalization of RMB 8,101.91374 billion 3. Both the SSE and SZSE operate the Main Board while the SZSE also runs the Small & Medium Size Enterprise Board (“ SME ”) and the ChiNext Board. The Main Board is designed for large scale companies which intend to solicit large amounts of public funds. SME adopts the same listing requirements as the Main Board while targeting companies with a smaller scale for equity flow. The ChiNext Board provides an important platform, with less stringent listing criteria, for those enterprises engaged in independent innovation businesses and other growing venture enterprises to solicit public funds. The Stock Exchange of Mainland China is operated by SSE and SZSE, as membership institutions, and is directly governed by the China Securities Regulatory Commission (“CSRC ”). 1.2 Regulatory Entities CSRC is in ultimate charge of regulating the issuance, listing, trading, registration, depository and clearance of securities, and ensures that the operation of the stock market is in compliance with laws and regulations. SSE and SZSE provide a platform for the public trading of securities and oversee the trading of securities. 1.3 Required Approvals Any initial public offering (“IPO”) in China (including listings on the Main Board, SME and ChiNext Board) requires the approval of the Listing Committee of the CSRC.
    [Show full text]