This thesis deals with improving protection of minority shareholders in China. The minority shareholders are faced with the dual oppression from the managerial power and the majority rule, but they cannot get sufficient remedies through preventive mechanisms or remedial legal actions. / After introducing the main defects regarding minority protection in the Chinese Company Law, the Author examines the main mechanisms to check the management and majority shareholders, and the remedies available to shareholders under some major legal systems in the common law world. During or after the examination, the Author makes some comments on the mechanisms and remedies and offers his opinions on selectively adopting them in China.

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published_or_final_version / Business Administration / Master / Master of Business Administration

by Yeung Yu-Man. / Thesis (M.B.A.)--Chinese University of Hong Kong, 1992. / Includes bibliographical references (leaves 62-64). / ABSTRACT --- p.ii / ACKNOWLEGEMENTS --- p.iv / TABLE OF CONTENTS --- p.v / LIST OF TABLES --- p.vii / CHAPTER / Chapter I. --- INTRODUCTION --- p.1 / Chapter 1.1 --- Dividends Come in Many Forms --- p.2 / Chapter 1.2 --- How Do Companies Decide on Dividend Payments ？ --- p.3 / Chapter 1.3 --- Limitation on Dividend Payments --- p.3 / Chapter 1.4 --- The Analytical Approach --- p.5 / Chapter II. --- EMPIRICAL LITERATURE REVIEW --- p.7 / Chapter 2.1 --- Lintner's Model --- p.7 / Chapter 2.1.1 --- Stability of Dividend Rate --- p.8 / Chapter 2.1.2 --- Stockholders ' Needs and Expectations --- p.9 / Chapter 2.1.3 --- Earnings --- p.10 / Chapter 2.1.4 --- Principal Considerations in Dividend Decisions --- p.10 / Chapter 2.1.5 --- Partial Adjustment Model --- p.11 / Chapter 2.2 --- Fama and Babiak's Empirical Analysis on Dividend Policy --- p.13 / Chapter 2.3 --- Empirical Results for the Hong Kong Market --- p.15 / Chapter 2.4 --- Miller and Modigliani's Model --- p.17 / Chapter 2.4.1 --- No Agency Cost --- p.17 / Chapter 2.4.2 --- No Tax --- p.17 / Chapter 2.4.3 --- Full Information --- p.18 / Chapter 2.4.4 --- No Transformation Cost --- p.18 / Chapter 2.4.5 --- Independent Investment and Financing Decisions --- p.18 / Chapter 2.4.6 --- Summary of M & M Theory [1961] --- p.18 / Chapter 2.4.7 --- Other Considerations --- p.20 / Chapter 2.5 --- The Information Contents of Dividends --- p.20 / Chapter III. --- METHODOLOGY --- p.22 / Chapter 3.1 --- Cash Dividend Policy for Hong Kong Market --- p.22 / Chapter 3.2 --- Stock Dividends and Stock Splits --- p.23 / Chapter 3.3 --- Cash Dividend Payment Practices --- p.25 / Chapter 3.3.1 --- A Preliminary Test on Dividends and Distributed Lags --- p.26 / Chapter 3.3.2 --- Initial Tests of Lintner's Model --- p.26 / Chapter 3.3.3 --- Tests of the Lag Structure . --- p.27 / Chapter IV. --- FINDINGS --- p.28 / Chapter 4.1 --- Cash Dividend Policy for Hong Kong Market --- p.28 / Chapter 4.1.1 --- Background Information --- p.28 / Chapter 4.1.2 --- Principal Considerations in Dividend Decisions --- p.30 / Chapter 4.1.3 --- Other Influences on Dividend Decisions --- p.31 / Chapter 4.1.4 --- Earnings --- p.33 / Chapter 4.1.5 --- Regularity of Payment --- p.36 / Chapter 4.1.6 --- Availability of Cash --- p.37 / Chapter 4.1.7 --- Stability of Rate and Dividend Growth --- p.39 / Chapter 4.1.8 --- Stockholders' Needs and Expectations --- p.40 / Chapter 4.2 --- Stock Dividends and Stock Splits . . . --- p.41 / Chapter 4.2.1 --- Reasons for Stock Dividends --- p.41 / Chapter 4.2.2 --- Reasons for Stock Splits . . --- p.43 / Chapter 4.3 --- Cash Dividend Payment Practices --- p.44 / Chapter 4.3.1 --- A Preliminary Test on Dividends and Distributed Lags --- p.44 / Chapter 4.3.2 --- Initial Tests of Lintner's Model --- p.48 / Chapter 4.3.3 --- Tests of the Lag Structure . --- p.51 / Chapter V. --- CONCLUSIONS --- p.54 / APPENDIX --- p.56 / BIBLIOGRAPHY --- p.62

Chui Wai-yin Raymonod. / Thesis (M.B.A.)--Chinese University of Hong Kong, 1994. / Includes bibliographical references (leaves 57-58). / ABSTRACT --- p.i / TABLE OF CONTENTS --- p.ii / ACKNOWLEDGEMENTS --- p.iii / Chapter / Chapter I. --- INTRODUCTION --- p.1 / Background Information --- p.1 / Purpose of the Study --- p.2 / Methodology --- p.3 / Limitations --- p.4 / Chapter II. --- CORPORATE GOVERNANCE --- p.5 / Introduction --- p.5 / Why is Corporate Governance Important --- p.6 / Chapter III. --- The CURRENT STOCK MARKET IN Hong Kong --- p.9 / Characteristics --- p.9 / Governing Body --- p.11 / Rules and Regulations --- p.13 / Chapter IV. --- MINORITY SHAREHOLDERS' PROTECTION --- p.16 / Insider trading --- p.16 / Introduction of Independent Directors --- p.21 / Foreign Domiciled Companies --- p.23 / Director's Remuneration --- p.25 / Interim Results Announcement --- p.26 / Responsibility of Auditors --- p.27 / Privatization --- p.28 / Profit Projections --- p.29 / Disclosure Requirement --- p.30 / Financial Statement --- p.31 / Trigger Level --- p.31 / Chapter V. --- QUESTIONNAIRES --- p.32 / Objective --- p.32 / Findings --- p.33 / Chapter VI. --- INTERVIEW --- p.36 / Purpose --- p.36 / Findings --- p.36 / Chapter VII. --- RECOMMENDATIONS --- p.37 / Insider Dealing --- p.37 / Foreign Domiciled Companies --- p.38 / Introduction of Independent Directors --- p.39 / Director's Remuneration --- p.40 / Chapter VIII. --- CONCLUSIONS --- p.41 / APPENDIX --- p.42 / Chapter I. --- Market Capitalization of the Hong Kong Stock Exchange --- p.42 / Chapter II. --- Percentage of Shares Owned by Major Shareholders --- p.43 / Chapter III. --- PRC Domiciled Companies Listedin the Hong Kong Stock Exchange --- p.44 / Chapter IV. --- Statistics on Director's Remuneration --- p.45 / Chapter V. --- Questionnaires sent to Directors --- p.46 / Chapter VI. --- List of Companies to which Questionnaires were sent --- p.55 / BIBLIOGRAPHY --- p.57

by Szeto Yee Tak. / Thesis (M.B.A.)--Chinese University of Hong Kong, 1996. / Includes bibliographical references (leaves 73-76). / ABSTRACT --- p.I / TABLE OF CONTENTS --- p.III / ACKNOWLEDGEMENT --- p.VII / CHAPTER / Chapter 1.0 --- Corporate Governance and Securities Market --- p.1 / Chapter 2.0 --- The Framework of Corporate Governance - Conformance --- p.3 / Chapter 2.1 --- Corporate Governance Defined --- p.3 / Chapter 2.2 --- Corporate Governance as Related to Public-listed Companies --- p.4 / Chapter 2.3 --- Corporate Governance and Legislation --- p.6 / Chapter 3.0 --- Regulatory Framework of Corporate Governance in Hong Kong --- p.8 / Chapter 3.1 --- The Regulatory Bodies - A Brief History --- p.8 / Chapter 3.1.1 --- The Stock Exchange of Hong Kong --- p.9 / Chapter 3.1.2 --- The Securities and Futures Commission --- p.10 / Chapter 4.0 --- Director's Duties and Liabilities --- p.11 / Chapter 4.1 --- Director's Duties at Common Law --- p.11 / Chapter 4.2 --- Director's Duties - Listed Company --- p.15 / Chapter 4.2.1 --- The Listing Rules --- p.15 / Chapter 4.2.2 --- The Listing Document --- p.16 / Chapter 4.2.3 --- Notifiable Transactions --- p.18 / Chapter 4.2.4 --- Model Code for Dealing in Securities by Directors --- p.19 / Chapter 4.2.5 --- Further Disclosure Requirement for Director's Interests --- p.21 / Chapter 4.3 --- Director's Undertakings --- p.22 / Chapter 5.0 --- Minority Shareholders' Rights --- p.25 / Chapter 5.1 --- Majority Rule Principle --- p.25 / Chapter 5.2 --- Exceptions to Foss v Harbottle Rule --- p.25 / Chapter 5.3 --- Statutory Protection on Minority Shareholders --- p.25 / Chapter 5.4 --- Rights of Members --- p.29 / Chapter 5.5 --- Financial Statements --- p.29 / Chapter 5.6 --- Minority Shareholder's Protection in Listed Companies --- p.31 / Chapter 5.6.1 --- Revised Codes on Share Repurchases --- p.32 / Chapter 5.6.1.1 --- Restrictions on Share Repurchases- Listed Companies --- p.34 / Chapter 5.6.1.2 --- Notification Requirements --- p.37 / Chapter 5.6.1.3 --- Exemptions from the General Offer Requirements --- p.37 / Chapter 5.6.1.4 --- Offer Period and Other Conditions --- p.38 / Chapter 5.6.1.5 --- Share Repurchases which have Effects Similar to Privatisation --- p.39 / Chapter 5.6.1.6 --- Takeovers Code Implications --- p.40 / Chapter 5.6.2 --- Codes on Takeovers and Mergers --- p.40 / Chapter 5.6.2.1 --- Administration and Sanctioning Powers of the Code --- p.41 / Chapter 5.6.2.2 --- The Principles of the Takeovers Code --- p.43 / Chapter 5.6.2.3 --- The Specific Rules of the Takeovers Code --- p.44 / Chapter 6.0 --- Protection of Investors --- p.48 / Chapter 6.1 --- Protection Against Loss Due to Financial Defaults by Market Participants --- p.48 / Chapter 6.2 --- Protection Against Abuse by Financial Intermediaries --- p.49 / Chapter 6.2.1 --- "Registration Requirements of Dealers, Investment Advisers and Representatives" --- p.49 / Chapter 6.2.2 --- Trading Practice of Registered Dealers --- p.51 / Chapter 6.2.3 --- Protection of Improper Trading Practices --- p.51 / Chapter 6.2.4 --- Duties of Registered Person --- p.52 / Chapter 6.3 --- Protection of Investors - Offering of Securities --- p.53 / Chapter 6.3.1 --- Offers of Shares and Debentures --- p.54 / Chapter 6.3.1.1 --- The Definition of Prospectus --- p.54 / Chapter 6.3.1.2 --- The Prospectus Requirements --- p.55 / Chapter 6.3.1.3 --- Liabilities of Promoters and Directors --- p.57 / Chapter 6.3.1.4 --- Prospectus for Foreign Issues --- p.58 / Chapter 6.3.2 --- Offers of Securities --- p.59 / Chapter 6.3.2.1 --- General Prohibition --- p.59 / Chapter 6.3.2.2 --- Consequence of Breach --- p.60 / Chapter 6.4 --- Protection Against Shareholder's or Director's Abuse of Powers --- p.61 / Chapter 6.4.1 --- Securities (Insider Dealing) Ordinance --- p.62 / Chapter 6.4.1.1 --- The Meaning of Insider Information --- p.62 / Chapter 6.4.1.2 --- The Test of Price Sensitivity --- p.62 / Chapter 6.4.1.3 --- The Definition of an Insider --- p.64 / Chapter 6.4.1.4 --- The Meaning of Dealing in Securities --- p.65 / Chapter 6.4.1.5 --- Validity of Insider Dealing --- p.65 / Chapter 6.4.1.6 --- Liability of Officers --- p.66 / Chapter 6.4.1.7 --- Consequence of Establishment of Insider Dealing --- p.66 / Chapter 6.4.2 --- Securities (Disclosure of Interests) Ordinance --- p.67 / Chapter 7.0 --- Conclusion - A Comment on Corporate Governance in Hong Kong --- p.68 / Chapter 7.1 --- The Composition and Role of the Board --- p.68 / Chapter 7.2 --- Codification of Governance Policy --- p.69 / Chapter 7.3 --- The Necessary Back Up Facilities --- p.71 / BIBLIOGRAPHY --- p.73

by Chu Yin Yin, Hui Chi Wah. / Thesis (M.B.A.)--Chinese University of Hong Kong, 2001. / Includes bibliographical references (leaves 65-66). / Chapter CHAPTER II --- INTRODUCTION --- p.1 / What is On-line Trading? --- p.1 / Real-time vs. Non-real-time Trading --- p.1 / What is AMS/3? --- p.2 / Electronic Commerce (e-commerce) --- p.3 / Financial Institutions and the Internet --- p.3 / The Pioneers --- p.4 / Opening Up in Hong Kong --- p.5 / Today's Online Investor --- p.6 / A Variety of Services and Products --- p.6 / On-line Stock Trading vs. Conventional Stock Trading --- p.6 / Factual Differences --- p.7 / Demographic Differences --- p.9 / Impact of Information Technology on Financial Market --- p.10 / Chapter CHAPTER II --- LITERATURE REVIEW --- p.15 / Review of Past studies in Internet Trading --- p.15 / Conceptual Framework: Theory of Reasoned Action --- p.16 / Behavior Beliefs and Attitudes toward the Behavior --- p.17 / Normative Beliefs and Subjective Norms --- p.17 / Conceptual Model --- p.18 / The Acceptance of Information Technology --- p.18 / The Causal Relations Among Constructs --- p.20 / Chapter CHAPTER III --- METHODOLOGY --- p.22 / Overview --- p.22 / The Research Design --- p.22 / Sample And Sampling Procedures --- p.23 / Operationalization of Perceived Constructs --- p.24 / Operationalization of Intended Constructs --- p.27 / Operationalization of Overall Comments --- p.27 / Chapter CHAPTER IV --- RESEARCH MODEL --- p.29 / Overview --- p.29 / The Statistical Modeling --- p.29 / Analysis on Perceived Constructs --- p.36 / Analysis on Intended Constructs --- p.38 / Chapter CHAPTER V --- Findings --- p.39 / Analysis on Overall Comments --- p.39 / Findings on Demographics --- p.39 / Findings on Perceived Constructs --- p.40 / Findings on Intended Constructs --- p.44 / Findings on Overall Comments --- p.46 / Chapter CHAPTER VI --- CONCLUSION --- p.48 / APPENDIX 1 --- p.51 / APPENDIX 2 --- p.57 / APPENDIX 3 --- p.61 / BIBLIOGRAPHY --- p.65 / Books --- p.65 / Periodicals --- p.55 / ACKNOWLEDGEMENT

Chapter 2 provides the literature survey on investor protection and liquidity provision. Work in related studies and the latest developments in these areas are reviewed. / Chapter 3 coven the institutional details of the Hong Kong stock market and the specification of datasets. The descriptive statistics of the trading activities of the sample companies are also presented. An understanding of these descriptive statistics is useful in choosing the appropriate theoretical model and econometric techniques in the analysis. Apart form using regression analysis to investigate the impacts of transitory volatility on market depth and order-flow composition; additional control measures are also implemented. For instance, matched samples based on market depth, transitory volatility, daily trading volume, etc. are constructed. Statistical Tests are employed to investigate the influence of investor protection. / Chapter 4 presents the results of the regression models. Apart form investigating the impacts of transitory volatility on market depth and order-flow composition, this chapter also contributes to the literature by examining the distinction (of this interaction) between companies under different regulatory environment. It is found that the liquidity replenishments for Hong Kong-based companies are more rapid than their Chinese counterparts. The results show that companies ruled by strict governance regulations provide more liquidity when liquidity is most needed. Additional test results also suggest that this difference is robust to various control criteria. / Chapter 5 gives the summary and conclusions. / In this dissertation, data on the Hong Kong Exchange (HKEx) are employed. The Hong Kong equity market lists companies from distinct investor protection environments. These companies are traded under the same market mechanism even though they have different levels of legal protection for investors e.g. Hang Seng Index (HSI) Constituents versus H-shares/red chips. The HKEx is also a very good example of pure order driven markets. Stock prices are determined by the buy and sell orders submitted by traders without liquidity providers of the last resort. Therefore, the Hong Kong equity market provides a unique opportunity to compare the liquidity replenishment process across diverse regulatory environments, but still under one pure order driven market trading with the same mechanism and currency. The choice of Hong Kong data is also justified on the grounds of the size of the Hong Kong market and the increasing importance of Hong Kong in worldwide financial market. / The purpose of this dissertation is to examine the importance of investor protection for the dynamics between liquidity provision and transitory volatility in a pure order-driven market. I posit that environments with better investor protection lead to a more stable ecological system of the supply and the demand of liquidity. / This dissertation has five chapters. Chapter 1 is the introduction that covers the motivation and major findings of the dissertation. / Leung Chung Ho. / "June 2007." / Adviser: Raymond So. / Source: Dissertation Abstracts International, Volume: 69-01, Section: A, page: 0320. / Thesis (Ph.D.)--Chinese University of Hong Kong, 2007. / Includes bibliographical references (p. 305-308). / Electronic reproduction. Hong Kong : Chinese University of Hong Kong, [2012] System requirements: Adobe Acrobat Reader. Available via World Wide Web. / Electronic reproduction. [Ann Arbor, MI] : ProQuest Information and Learning, [200-] System requirements: Adobe Acrobat Reader. Available via World Wide Web. / Electronic reproduction. Ann Arbor, MI : ProQuest dissertations and theses, [200-] System requirements: Adobe Acrobat Reader. Available via World Wide Web. / Abstracts in English and Chinese. / School code: 1307.

This dissertation aims to develop a grounded theory explaining how Chinese stock investors construct risk through their communication practices. Many of the previous studies attribute the risk in the stock market to greedy or unprofessional investors who speculate in stocks. In order to explore this topic further, this dissertation applies a grounded theory approach to develop a detailed local case showing the communication practices of Shanghai investors with respect to stock investment. By examining how investors produce meanings of risk and the relevant risk positions, the dissertation explains why investors keep speculating in the stock market. It uses interviews with 35 investors, in-depth interviews with 12 investors, and on-site observations of four stock exchange halls, investors’ home and working places in Shanghai from 2012 to 2014. The findings show that the investors consider risk to be the uncertainties about the accuracy of the information and the speed by which it is obtained. Ideally, they would obtain public information, make sense of public information professionally, and then generate directional information on which they can base their stock trades. However, with the devaluation of public information due to the corrupt social system, investors are forced to communicate more accurate information in a private way to position themselves to have a privileged risk position, which produces certainties for them but uncertainty for others. The belief in professionalism is eroded through the surge in demand for insider information based on interpersonal relations (guanxi). Because of the lack of insurance and security when circulating information privately, investors have shifted away from long-term stock investments to speculate in stocks. Although the mechanism of stock speculation produces risk for almost all investors, they still produce and reproduce this mechanism. The reason for this is that these investors are trapped in a paradox of risk and security without realizing that their practices to produce security are in fact producing uncertainties for them. / 本論文研究上海的股票投資者是怎樣在傳播實踐中構建風險的意義的。很多研究將金融風險歸咎於投資者的貪婪或不專業的過度投機行為。為了進一步研究這一課題，本論文採取紮根理論的研究方法，構建一個詳實的關於上海投資者傳播實踐的案例。由此，本論文研究了當地投資者怎樣通過傳播實踐構建風險的意義以及不同的風險處境，並由此對投資者進行投機行為進行理論性的闡釋。本論文的數據收集時間為2012年至2014年，其中主要包括對4所上海的投資交易大廳的實地觀察，對35個投資者的訪談，以及12個深入訪談以及追踪觀察。研究發現，投資者將風險與對信息的正確性以及傳播速度的不確定性相關聯。理想狀態下，投資者通過獲取公共信息，專業解讀信息以將其轉化為導向性的信息，之後進行股票交易。然而，由於腐敗等問題，各類公共信息都產生了貶值，投資者被迫用更私人的方式傳播更準確的信息，以使自己能處於有利地位，並將對信息的確定性建立在其他投資者對信息的不確定性之上。專業主義被瓦解了，取而代之的是建立在人際關係之上的對內幕消息的傳播。投資者們也從專業的、長期的投資專為短期的投機。而那些處於不利地位的投資者所面臨的不確定性亦將反過來加諸於有利地位的投資者之上。儘管投機的體系將風險加諸於幾乎所有投資者之上，投資者仍繼續投機行為。本論文認為其原因是投資者被困於“風險矛盾”之中——投資者通過實踐來尋求保障，未曾意識到其實踐造成了自己乃至於經濟體系更大的風險。 / Mao, Zhifei. / Thesis (Ph.D.)--Chinese University of Hong Kong, 2015. / Includes bibliographical references (leaves 203-222). / Abstracts also in Chinese. / Title from PDF title page (viewed on 15, September, 2016). / Detailed summary in vernacular field only.

In Chapter 1, we investigate the shareholder and creditor protection and look into the dividend policy implement in the stock market. The investor protection was analyzed based on the China company law and our result shows that the shareholder (creditor) protection is weak (strong) compared with the rest of the world. In China, a firm can issue as many as five different classes of shares: state shares, legal person shares, A-shares, foreign shares and employee shares. Under the weak shareholder protection in China, A-shareholders are categorized to the disadvantage group in corporate structure which demonstrates the classic free-rider problem. With the expertise and knowledge to monitor the management, controlling legal person not only enhance the corporate performance, but also expecting dividend payout as the reward. In our study, we have strong evidence on the legal person share ownership positively related to the dividend payout decision, while the A-shares and state shares ownership are negatively related to the decision on dividend payout. / The Japanese stock market provide a reasonable setting for studying intermediate-horizon price momentum effect, because Japan has the largest equity market aside from the U.S. in terms of both capitalization and number of securities. In Chapter 2, by measuring the relative strength of portfolio on the Japanese market, we found that the price momentum does not exist in the Japanese market. Further, the momentum returns keep always negative on any horizon, which is coherent in keiretsu and non-keiretsu grouping and in different trading volume. The decomposition on the expected average returns of different investment period in Japanese market shows that the price reversals is not capable to overwhelm the losses from the cross-sectional differences in mean returns and cannot yield statistically significant net momentum profits in the Japanese market. / This paper consists of two separate projects: (1) The investor protection and dividend policy in China, (2) Price momentum in Japan. / Wong Chin Pang, Antonio. / "April 2003." / Adviser: Jia He. / Source: Dissertation Abstracts International, Volume: 64-09, Section: A, page: 3413. / Thesis (Ph.D.)--Chinese University of Hong Kong, 2003. / Includes bibliographical references (p. 58-50). / Available also through the Internet via Current research @ Chinese University of Hong Kong under title: Essays in international finance (China, Japan) / Electronic reproduction. Hong Kong : Chinese University of Hong Kong, [2012] System requirements: Adobe Acrobat Reader. Available via World Wide Web. / Electronic reproduction. Ann Arbor, MI : ProQuest dissertations and theses, [200-] System requirements: Adobe Acrobat Reader. Available via World Wide Web. / Electronic reproduction. Ann Arbor, MI : ProQuest Information and Learning Company, [200-] System requirements: Adobe Acrobat Reader. Available via World Wide Web. / Abstracts in English and Chinese. / School code: 1307.