Subject of this thesis is initial public offering and it’s main goal is describing of obtaining external funds for company’s funding. In the first part of the thesis is description of basic structure of financial markets, especially stock markets. The term IPO and it’s advantages and disadvantages are described. The last part is focused on individual steps of IPO realization. This thesis is focused on evaluation of chosen company’s entry on stock market. Especially macro-economic presumptions for IPO, readiness of chosen company and choice of suitable market are evaluated.

This dissertation investigates the relationship of competition and firms' price responses, by analyzing: i) whether new entry reduces price discrimination, ii) when incumbents reduce price discrimination preemptively in response to the threat of entry, and iii) how competition increases prices. The dissertation consists of three independent essays addressing each of the above questions. The first two essays present an empirical analysis of the airline industry and the third essay presents a theoretical analysis of the credit card industry. In the empirical study of the relationship between competition and firms' pricing in the airline industry, I emphasize the importance of distinguishing the equilibrium behaviors with respect to different market characteristics. Major airlines can price discriminate differently in a market where they compete with low-cost carriers comparing to in another market where they don't, and also they can respond dfferently to the threat of entry depending on whether they are certain about the rival's future entry. The study reveals that competition has a positive effect on price discrimination in the routes where major airlines compete against one anther. In these routes, competition reduces lower-end prices to a greater extent than upper-end prices. In contrast, an entry by low-cost carriers results in a significant negative relationship between competition and price discrimination. Thus, the opposite results in the literature are both evident in the airline industry, and it is very important to identify the different forces of competition on price discrimination. Firms can respond to potential competition as well as actual competition. So, I extend the study to the relationship of potential competition and price discrimination, specially in cases where major airlines compete against one another while facing Southwest's threat of entry. I also attempt to suggest major airlines' motives of reducing price discrimination preemptively. The results of the study suggest that incumbents reduce price dispersion when it is possible to deter the rival's entry and that the potential rival discourages incumbents from deterring entry by announcing before its beginning service. Finally, I examine when competition can increase prices in a market, by analyzing the issuing side of the credit card industry. This industry is characterized by a two-sided market with a platform. Under the no-surcharge rule that restricts merchants to set the same price for cash and card purchases, the equilibrium interchange fee increases with competition. This occurs because issuers can compensate losses from competing on the issuing side by collectively increasing the interchange fee. As a result, limiting competition may improve social welfare when the interchange fee is higher than the social optimal level. In contrast, in the absence of the no-surcharge rule, the analysis shows that competition always improves social welfare by lowering the price of the market.

The folowing work deals with primary public issue of stocks - an external financial source of business activities. This source of finance is defined to the reader as: there are explained advantages and disadvantages of IPO Process, including supposition of succesful enter to the stock exchange. This work is concretly oriented on Pre-filing phase of a company for an enter to the stock exchange with the aim to set a procedure of IPO Process and apply it to a concrete company.

學年度：90 學期：2 校院：國立政治大學 系所：經營管理碩士學程 論文名稱：從兩岸入世論臺灣承銷商的發展契機 學位類別：碩士 研究生：陳慶洪 指導教授：杜化宇 關鍵詞：中國大陸、證券承銷、證券承銷商、發行人、配售方式、詢價圈購、公開申購、競價拍賣、世界貿易組織 中文摘要： 隨著中國大陸經濟的蓬勃發展，股票市場也在這個變動的社會中應運而生。股票市場做為溝通資金供需雙方的重要渠道，是傳統資本主義社會的重要表徵，最早發軔於西歐，臺灣和中國大陸也陸續引進這種商業型態的制度。隨著兩岸分別加入世界貿易組織，股票市場也必須積極地邁向國際化。當歐、美、日等國的投資銀行均已積極地進駐中國大陸，以搶佔其金融市場之際，國內業者受制於兩岸的政治氛圍卻顯得步履蹣跚。然而太晚進入大陸市場，將使國內證券承銷商處於不利的競爭地位。 在WTO的架構下，金融服務業必須受到服務貿易總協定的規範，兩岸都將適用最惠國待遇和多邊諮商原則，所以臺灣對中國大陸以及中國大陸對臺灣的經貿與金融政策都必須作大幅度的調整。臺灣地區的證券承銷商如何掌握此一發展趨勢，以開創華人世紀的新紀元，在在考驗著臺灣政府與業者的智慧。 摘要 回顧八零年代後期，中國大陸在鄧小平的主導下，踏上改革開放的試點工作，低廉的要素成本和政府的政策支持，吸引著外資源源不斷地注入，臺商得文化、地利之便，藉著轉移生產基地以延續產業生命並擴展生產規模。二十餘年來，西進的臺商從勞力密集，逐漸提升到資本密集與技術密集，對國內的經濟發展帶來相當大的衝擊。當臺商在異地逐漸站穩腳步，並於境外獲得資金供給的來源，對國內資本市場的依存度自然降低許多。做為資金供需雙方媒介的國內證券承銷商，遂因而陷入市場萎縮的困境。當兩岸次第加入世貿組織以後，國內承銷商是否有機會跟隨臺商腳步，將市場拓展至中國大陸，以延續生機並再創高峰，的確是一件值得深思的問題。 本研究的第二章、第三章分別介紹中國大陸和臺灣的承銷制度，依序分從 「證券商之分類及其業務範疇」、「承銷時機」、「承銷方式與資格」、「承銷作業程序」和「承銷價格訂定與配售方式」等五個面向加以探討，第四章則從比較制度的觀點，分析兩地承銷制度的異同。為了瞭解WTO入會架構將對兩岸承銷商帶來何等影響，本研究第五章首先介紹世界貿易組織的功能、理念與規範重點，其次則試圖探討兩岸入會後可能面臨的衝擊與因應之道。第六章則以建華金控為例，探討年前國內通過金融業者得以純粹控股公司形式跨業兼營的法令，將對證券承銷業者進軍中國大陸的努力帶來何等影響與可能的限制。 從制度面來看，由於臺海兩岸均係繼受歐美國家的先進體制，只是導入時期先後有別，除因政策性考量產生些許出入外，可說是大同小異。其次，兩岸分別在2001年11月間的卡達會議中獲准加入世界貿易組織，臺灣地區雖以已開發國家身份入世，因入世前長達九年的複邊磋商過程已陸續將相關要求內化，入世後應不致帶來太大的衝擊。而中國大陸係以開發中國家身份爭取入世，因此在國內市場的開放上有較多的調適時間，不過從其最近出台的《外資參股證券公司設立規則》來看，除了對於境外股東的持股比例，依其入世時承諾的進度設定限制外，可說是全面開放證券承銷市場；且該規則亦適用於香港、澳門及臺灣地區的業者。受限於兩岸政權迄今仍處於對立狀態，短期內恐無法假前述規則簽署證券監管合作諒解備忘錄，勢將嚴重斷喪臺灣承銷商西進的發展契機，徒將崛起的商機拱手讓與外資，國內政府誠應審慎考慮此一嚴肅課題，進而積極協助業者排除政治上的障礙，以延續並擴展臺灣業者的生存命脈。 / Academic year: 2001 Session:2 School: National Chengchi University Department: Executive MBA of Finance Title of Thesis: The Opportunity of The Underwriting Corporation in Taiwan After Attending WTO Degree: Master Author: Ching-Hung Chen Advisor: Professor Anthony Tu Keywords: Mainland China, securities underwriting, underwriter, issuer, offering method, book-building, fix-price, auction, WTO Abstract: As the economy of Mainland China is glooming, the stock market arises in the changing society. The stock market is an important channel to link the supply and demand, as well as a symbol of the traditional capitalist society. It has taken a long time for western countries to develop their stock systems. However, similar systems emerged in Taiwan and Mainland China. After Taiwan and Mainland China attending WTO, stock markets must be aggressively facing the globalization. When Europe, the United States, and Japan are going to compete to dominate the Mainland's financial market. Taiwan is moving at a slower pace and facing many restrictions. The late entry of Taiwan's underwriting corporations into the Mainland market will undermine their competitiveness. Under the WTO framework, the basic principles on the financial services sector are governed by the General Agreement on Trade in Services (GATS). Once Taiwan and the Mainland become WTO members, they must both accept all WTO regulations, including those on MFN treatment and multilateral negotiations. In light of these requirements, both Taiwan and the Mainland must make large adjustments in their cross-strait and financial policies toward each other. The underwriting corporations in Taiwan are willing to create a new era. How to grasp the developing tendency is a critical trial to the enterprises and government in Taiwan.

Widespread cross-border securities trading have led to the internationalization of securities markets. No one seriously disputes that such securities dealings require regulation, but there is no academic consensus on the best normative approach to such regulation. The academic debate initially focused on whether regulatory competition or cooperation constitutes the better model. However, the debate seems to have evolved to adopt a hybrid model combining the virtues of these two approaches. ‘Harmonization’ constitutes the dominant hybrid model. Nevertheless, the implementation of the harmonization model has barely received any attention in the literature. The aim of this thesis is hence two-fold: first, justify why harmonization should be the preferred model for the regulation of international securities markets; and second, develop, applying an international trade regulation perspective, a regulatory framework to implement the harmonization model using the World Trade Organization and General Agreement on Trade in Services (WTO/GATS) framework.

Widespread cross-border securities trading have led to the internationalization of securities markets. No one seriously disputes that such securities dealings require regulation, but there is no academic consensus on the best normative approach to such regulation. The academic debate initially focused on whether regulatory competition or cooperation constitutes the better model. However, the debate seems to have evolved to adopt a hybrid model combining the virtues of these two approaches. ‘Harmonization’ constitutes the dominant hybrid model. Nevertheless, the implementation of the harmonization model has barely received any attention in the literature. The aim of this thesis is hence two-fold: first, justify why harmonization should be the preferred model for the regulation of international securities markets; and second, develop, applying an international trade regulation perspective, a regulatory framework to implement the harmonization model using the World Trade Organization and General Agreement on Trade in Services (WTO/GATS) framework.

Consumers of digital contents are empowered with numerous technologies allowing them to produce perfect copies of these contents and distribute them around the world with little or no cost. To prevent illegal copying and distribution, a technology called Digital Rights Management (DRM) is developed. With this technology, consumers are allowed to access digital contents only if they have purchased the corresponding licenses from license issuers. The problem, however, is that those consumers are not allowed to resell their own licenses- a restriction that goes against the first-sale doctrine. Enabling a consumer to buy a digital license directly from another consumer and allowing the two consumers to fairly exchange the license for a payment are still an open issue in DRM research area. This thesis investigates existing security solutions for achieving digital license reselling and analyses their strengths and weaknesses. The thesis then proposes a novel Reselling Deal Signing (RDS) protocol to achieve fairness in a license reselling. The idea of the protocol is to integrate the features of the concurrent signature scheme with functionalities of a License Issuer (LI). The security properties of this protocol is informally analysed and then formally verified using ATL logic and the model checker MOCHA. To assess its performance, a prototype of the RDS protocol has been developed and a comparison with related protocols has been conducted. The thesis also introduces two novel digital tokens a Reselling Permission (RP) token and a Multiple Reselling Permission (MRP) token. The RP and MRP tokens are used to show whether a given license is single and multiple resalable, respectively. Moreover, the thesis proposes two novel methods supporting fair and secure digital license reselling. The first method is the Reselling Deal (RD) method which allows a license to be resold once. This method makes use of the existing distribution infrastructure, RP, License Revocation List (LRL), and three protocols: RDS protocol RD Activation (RDA) protocol, and RD Completion (RDC) protocol. The second method is a Multiple License Reselling (MLR) method enabling one license to be resold N times by N consumers. The thesis presents two variants of the MLR method: RRP-MR (Repeated RP-based Multi-Reselling) and HC-MR (Hash Chain-based Multi-Reselling). The RRP-MR method is designed such that a buyer can choose to either continue or stop a multi-reselling of a license. Like the RD method, the RRP-MR method makes use of RP, LI, LRL, and the RDS, RDA, and RDC protocols to achieve fair and secure reselling. The HC-MR method allows multiple resellings while keeping the overhead on LI at a minimum level and enable a buyer to check how many times a license can be further resold. To do so, the HC-MR utilises MRP and the hash chain cryptographic primitive along with LRL, LI and the RDS, RDA and RDC protocols. The analysis and the evaluation of these three methods have been conducted. While supporting the license reselling, the two methods are designed to prevent a reseller from (1) continuing using a resold license, (2) reselling a non-resalable license, and (3) reselling one license a unauthorised number of times. In addition, they enable content owners of resold contents to trace a buyer who has violated any of the usage rights of a license bought from a reseller. Moreover, the methods enable a buyer to verify whether a license he is about to buy is legitimate for re-sale. Furthermore, the two methods support market power where a reseller can maximise his profit and a buyer can minimise his cost in a reselling process. In comparison with related works, our solution does not make use of any trusted hardware device, thus it is more cost-effective, while satisfying the interests of both resellers and buyers, and protecting the content owner's rights.