The Institutional Perspective on Outward Foreign Direct Investment
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The Institutional Perspective on Outward Foreign Direct Investment from China: the Relationship between the Government and Firms QIAN CHENG, BA. MSc. Thesis submitted to the University of Nottingham for the degree of Doctor of Philosophy July 2012 I Abstract China's outward foreign direct investment (OFDI) has increased considerably in the last few decades. The development of China's OFDI has distinct features, in particular the fact that the major investors undertaking large-scale deals are state-owned enterprises. However, they have few competitive advantages compared with their international counterparts. As mainstream theories have difficulty in providing a reasonable explanation of China's OFDI, this thesis analyses the Chinese government's home country measures (HCMs) and their effects on OFDI, contributing to the understanding of the institutional analysis in international business. Based on the analyses of26 key policies and regulations, the Chinese government's role as a supervisor to examine and approve OFDI activities is addressed, as well its role as a promoter to support the Chinese enterprises' investment in the international economy. Regarding the administration, regulations for examining and approving the OFDI projects have been relaxed, which supports the improvement ofOFDI. However, the outcomes of post- investment monitoring and extraterritorial controls are under question. The Chinese government supports OFDI largely by means of special funds and preferential loans issued by the institutions and banks. Additionally, China's OFDI information system primarily functions to provide data and information for policy formulation and complement the financial support. Employing data of 50 largest Chinese business groups ranked by overseas assets, their overseas subsidiaries and cross-border mergers and acquisitions, it is understood that their motivation for undertaking OFDI is to address their competitive disadvantages rather than to exploit their competitive advantages. The case studies ofChinalco's investment in Rio Tinto and Geely's acquisition of Volvo provide insights into the relationship between the Chinese government and investors. Rather than fully compromising the government's national planning, the Chinese enterprises take their corporate interests as priority during the OFDI progress. Accordingly, it can be concluded that the convergence between the nation and the enterprises' interests rather than the institutional factor alone has contributed to China's OFDI. II Acknowledgement I would like to thank my supervisors Professor Shujie Yao and Dr Dylan Sutherland for their guidance and encouragement supporting this research. They have made valuable suggestions and countless comments and reviews to this thesis. I appreciate the financial support provided by the School of Contemporary Chinese Studies and the International Office of the University of Nottingham. I am also grateful to my family for their love, support and understanding. III Table of Contents Abstract I Acknowledgement II List ofTables VI List of Figures VII Abbreviations VIII Chapter 1 Introduction 1 1.1 Introduction 3 1.2 Flow of chapters and brief results 9 Chapter 2 Literature review 11 2.1 Mainstream perspectives 12 2.1.1 Product life cycle and small-scale technology 13 2.1.2 Technological change 14 2.1.3 Latecomers perspectives 16 2.2 The institutional perspectives relevant to OFDI 17 2.2.1 Within the context of developed countries 17 2.2.2 The HCMs of developing countries 20 2.2.3 OFDI as an escape 23 2.3 Research on China's OFDI 24 2.3.1 Motivations of Chinese MNEs 26 2.3.2 Network or linkage perspective 31 2.3.3 Overseas subsidiaries and cross-border M&As 33 2.4 China's government intervention 38 2.4.1 Key stages of Chinese OFDI policy development 38 2.4.2 Positive effects 40 2.4.3 Institutional constrains 41 2.5 Conclusion 46 Chapter 3 Background: China's OFDI, government and enterprises .. 50 3.1 China's outward investment and official data 50 3.2 Institutional actors 58 3.2.1 State Council 61 3.2.2 National Development and Reform Commission (NDRC) 61 3.2.3 Ministry of Commerce (MOFCOM) 62 3.2.4 People's Bank of China (PBC) 64 3.2.5 State Administration of Foreign Exchange (SAFE) 64 3.2.6 Ministry of Finance (MOF) 65 3.2.7 China Securities Regulatory Commission (CSRC) 65 3.2.8 State Asset Supervision and Administration Commission (SASAC) 66 3.3 Chinese TNCs and their achievements 68 3.3.1 Central enterprises 69 3.3.2 Achievements 74 3.4 Conclusion 78 Chapter 4 Methodology- and Approach 80 IV 4.1 Methods and data used 80 4.1.1 Descriptive analyses 80 4.1.2 Case studies 81 4.1.3 Econometric models 84 4.2 Official documents 87 4.3 Case studies 93 4.4 Conclusion 100 Chapter 5 The Chinese government: as a supervisor of OFDI 103 5.1 Examination and approval reform 104 5.1.1 The most important: two national-level measures 104 5.1.2 Foreign exchange administration reform 112 5.1.3 Measures on cross-border mergers and acquisitions 117 5.1.4 Measures on establishing overseas subsidiaries 118 5.2 Post-investment monitoring 121 5.3 Extraterritorial controls 123 5.3.1 Overseas state-owned assets 123 5.3.2 Overseas listing and round-tripping investment.. 130 5.4 Conclusion 138 Chapter 6 The Chinese government: as a promoter ofOFDI.. 140 6.1 Financial incentives 141 6.1.1 Financial subsidies 141 6.1.2 Sovereign Wealth Funds 143 6.1.3 Banking support 146 6.1.4 Risk prevention mechanism 159 6.2 Industrial promotion policies 161 6.3 Information service 165 6.3.1 Guidance 165 6.3.2 Online services 168 6.3.3 Statistics 171 6.4 Conclusion 176 Chapter 7 Evidence from business groups: China's largest companies by foreign assets 178 7.1 Corporate structure.......................................................................... 179 7.1.1 The mother companies 179 7.1.2 Listed companies 180 7.2 Natural resources seeking 183 7.2.1 Petrochemical industry 183 7.2.2 Iron and steel industry 185 7.2 .3 Nonferrous metal industry........................................................ 187 7.204 Coal, power and electricity 188 7.3 Market seeking 190 704 Strategic assets seeking 191 704.1 Equipment manufacture 191 7.4.2 Telecommunication manufacture 195 7.5 Round-tripping investment 195 7.6 Discussion 200 7.7 Conclusion 203 v Chapter 8 Chinalco and Geely: two examples for in-depth analysis 206 8.1 The metals mining industry: Chinalco-Rio Tinto case 207 8.1.1 The financial crisis and China's metals mining industry 207 8.1.2 Chinalco's investment in Rio Tinto 213 8.1.3 Discussion 218 8.2 The automotive industry: Geely- Volvo case 222 8.2.1 The energy crisis and the downturn of global auto giants 222 8.2.2 China's auto industry 224 8.2.3 Geely's acquisition of Volvo cars 228 8.2.4 Discussion 235 8.3 Conclusion 239 Chapter 9 Conclusion, Policy Implications and Further Research Directions 242 9.1 Summary of findings 242 9.2 Policy Implications 251 9.3 Further Research Directions 252 Reference 254 Appendix 284 Appendix 1: listed companies and their subsidiaries (excluding investment holding companies) 284 Appendix 2: cross-border M&As by top 50 business groups 292 VI List of Tables Table 3.1: Top destinations of China's OFDI (USD billions) 54 Table 3.2: typical samples of changes 71 Table 3.3: the achievements of central enterprises 2003-2007 76 Table 3.4: numbers of Chinese enterprises listed in the Fortune Global 500 .. 77 Table 4.1: regulations on government supervision 90 Table 4.2: regulations on financial support 91 Table 4.3: regulations on information services 92 Table 4.4: The 50 largest Chinese TNCs ranked by foreign assets 2009 95 Table 5.1: cross-border M&As deals and their approving departments (USD million) 108 Table 5.2: SAFE's step-by-step liberalisation 115 Table 5.3: Measures on establishing overseas subsidiaries 119 Table 5.4: regulations related to overseas listing 131 Table 6.1: CIC's overseas investment (financial investment excluded) 145 Table 6.2: key shareholders and their shares of policy banks and state-owned banks 147 Table 6.3: loans disbursement of China Eximbank 2003-2009 (Units: RMB billion; unless otherwise stated) 152 Table 6.4: resource industries with OFDI-related support 164 Table 6.5: an example selected from Catalogue I 2004 167 Table 6.6: regulation for OFDI statistics 173 Table 6.7: information required by each form 174 Table 7.1: Comparison of the new and old tax laws 199 Table 8.1: mining mega-mergers 1995-2006 212 Table 8.2: global mining giants listed by UNCTAD's top 100 TNCs 2008 ($ million) 214 Table 8.3: Chinalco, Rio Tinto and BHP Billiton's struggle for control 215 Table 8.4: global auto production and China's percentage 1999-2009 (million) ........................................................................................................................ 223 Table 8.5: global auto giants listed by UNCTAD's top 100 TNCs 2008 ($ million) 230 Table 8.6: comparison between Geely and Volvo 232 Table 8.7: Timeline of Geely getting control ofVolvo 234 VII List of Figures Figure 2.1: the strategic intent perspective to explain China's M&As 35 Figure 2.2: an institutional model for strategic assets seeking via M&A 36 Figure 2.3: a strategy tripod model of internationalization 37 Figure 3.1: The annual outflows of Chinese FDI and the proportion of China in the world's OFDI 1990-2009 (USD billions; %) 52 Figure 3.2: the value and percentage of investment flows to different industries 2009 (USD billion; %) 55 Figure 3.3: evolution of Chinese regulation departments of OFDI.. 59 Figure 5.1: the time needed for the approval process 109 Figure 5.2: the numbers and raised capitals of Chinese enterprises' overseas IPOs 1993-2008 133 Figure 6.1: China's financial framework related to OFDI 147 Figure 8.1: global production of crude steel and China's percentage (million tons and %) 207 Figure 8.2: China's iron ore imports and dependency ratio 1999-2009 (million tons and 0/0) 209 Figure 8.3: auto production by China, the US and Japan 1999-2009 (million) .......................................................................................................................