本文主要探討產物保險公司如何以自身的風險管理及內部的流程控制來達到有效的控管和預測，進而創造更高的業主權益報酬率，確保被保險人的權益，以維繫公司的永續經營發展為研究的目的。 身為風險管理工具之一的保險公司，必須瞭解自身於經營上面對的風險所在。首先論述如何建立保險公司風險管理程序，並從風險中深入分析，得知不適當的定價是造成保險公司喪失清償能力最主要的原因，建立完善的核保風險機制據以發展保險公司本身的核心價值，特以火險為例詳細說明其建制的過程與細節。 除介紹如何利用核保財務分析模型（Underwriting Financial Model）來解決適當訂價的問題，並配合運用風險資本額的公式求出各險種之風險資本額、各險種之業主權益分配額、各險種之可運用資金、各險種之自留綜合率、各險種業主權益報酬率、以預測來年之營運績效，另外尚討論信用風險與風險累積的控制，運用創新的觀念及技術來管理公司的業務量。 最後建議保險公司應設立風險管理專責單位，對於風險管理的流程與運作提早規劃準備，保險公司應有意願提昇風險管理的專業能力並嚴格自律及確實執行，俾強化公司自身風險觀念瞭解到公司真正有此需求。 關鍵字：風險管理、業主權益報酬、風險資本額、核保、產物保險經營 / The main theme of this research is to explore the issues related to the ways of risk management and internal operation control for insurance companies. The insurance companies could be efficiently controlled and projected to create higher return on equity, to guarantee the insured’s benefit, and to maintain the company’s long-term operation by implementing risk management process. Insurance companies, as one of the tools for risk management, are required to realize their own risks in operation. Firstly they must explore how to build up a process of risk management and to recognize that inadequate price is one of the main reasons to cause insurance company’s insolvency. Secondly they should explore how to build up an adequate underwriting risk mechanism to develop the core value of insurance companies, and to illustrate its process and detail of the building-up with Fire insurance business. Insurance companies are also required to know how to solve inadequate price by using Underwriting Financial Model, and how to calculate Risk Base Capital, Capital Allocation, Asset Allocation, Combined Ratio, Return on Equity for each line of business to predict business results for the coming year. This paper also discusses the importance of credit risk and risk accumulation in order that insurance companies can manage their own business by using innovating concept and technique. Finally Insurance companies are recommended to set up a risk management unit that should plan and prepare for the process of risk management. They ought to show their high wiliness to increase the capability of risk management, and to exercise high discipline and put into work in order to enhance the concept and need of risk management. Key Words： Risk Management, Return on Equity, Risk Base Capital, Underwriting, Insurance Operation.

本文旨在探討台灣產物保險業在併購活動後市場結構之變化與產物保險公司經營之績效。本研究以赫芬德指數(Herfindahl Index)來衡量市場集中度之變化，以核保利潤(Underwriting Profit)作為經營績效指標，並採用Mason(1939)、Bain(1956)與Scherer(1970)等人提出的結構行為績效假說(Structure-conduct-performance Hypothesis)以及Rhoades(1985)提出的相對市場力量假說(Relative Market Power Hypothesis)進行市場結構與經營績效間關聯性的分析，研究期間為2000年至2006年。結構行為績效假說提出廠商的獲利主要取決於市場結構，市場集中度與廠商獲利之間存在正向關係；另一方面，相對市場力量假說主張廠商獲利與市場集中度無關，與市場佔有率呈現正向關係。 研究發現：(1)產物保險市場集中度呈現上升趨勢，市場集中度從2000年的0.0800上升至2006年的0.0913，其中保證保險、火災保險、汽車保險、工程保險、責任保險與貨物運輸保險之集中度呈現上升趨勢，而傷害保險、其他財產保險、漁船保險、船體保險與航空保險之集中度呈現下降趨勢；(2)實證結果支持結構行為績效假說，市場集中度與產物保險公司核保利潤呈現顯著正向關係，其p值為0.004。產物保險業經歷併購活動後造成市場集中度上升，併購活動對於經營績效的改善應有正面助益。 / This thesis analyzes concentration effects of merger and acquisition measured by Herfindahl index in Taiwan property-liability insurance industry. The relationships between market structure and underwriting performance are also analyzed for the time period 2000 to 2006 by testing two hypotheses: structure-conduct-performance (SCP) hypothesis which developed by Mason (1939), Bain (1956), and Scherer (1970) and relative market power (RMP) hypothesis which proposed by Rhoades (1985). The SCP hypothesis proposed that concentration is positively related to performance while the RMP hypothesis asserts that market share is positively related to performance. Implications of study results are: (1) Concentration level experiences increase from 0.0800 in 2000 to 0.0913 in 2006. Bonding & credit, fire, automobile, engineering, liability and marine cargo insurances trends to increase in concentration over the time period, whereas accident, fishing vessel, others, marine hull and aviation insurances trends to decrease; (2) The SCP hypothesis is supported. Concentration level is positively related to underwriting performance with p-value of 0.004. Higher concentration level and positive concentration-performance relationship infer that merger and acquisition activities would have positive effects upon firm performance.

Two optimisation problems were considered, in which market exposure is indirectly controlled. The first one models the capital of a company and an independent portfolio of new businesses, each one represented by a Cram\'r-Lundberg process. The company can choose the proportion of new business it wants to take on and can alter this proportion over time. Here the objective is to find a strategy that maximises the survival probability. We use a point processes framework to deal with the impact of an adapted strategy in the intensity of the new business. We prove that when Cram\'{e}r-Lundberg processes with exponentially distributed claims, it is optimal to choose a threshold type strategy, where the company switches between owning all new businesses or none depending on the capital level. For this type of processes that change both drift and jump measure when crossing the constant threshold, we solve the one and two-sided exit problems. This optimisation problem is also solved when the capital of the company and the new business are modelled by spectrally positive L\'vy processes of bounded variation. Here the one-sided exit problem is solved and we prove optimality of the same type of threshold strategy for any jump distribution. The second problem is a stochastic variation of the work done by Taylor about underwriting in a competitive market. Taylor maximised discounted future cash flows over a finite time horizon in a discrete time setting when the change of exposure from one period to the next has a multiplicative form involving the company's premium and the market average premium. The control is the company's premium strategy over a the mentioned finite time horizon. Taylor's work opened a rich line of research, and we discuss some of it. In contrast with Taylor's model, we consider the market average premium to be a Markov chain instead of a deterministic vector. This allows to model uncertainty in future conditions of the market. We also consider an infinite time horizon instead of finite. This solves the time dependency in Taylor's optimal strategies that were giving unrealistic results. Our main result is a formula to calculate explicitly the value function of a specific class of pricing strategies. Further we explore concrete examples numerically. We find a mix of optimal strategies where in some examples the company should follow the market while in other cases should go against it.

This dissertation consists of three essays: essay 1, Underwriting Use of Credit Information and Firm Performance ‐ An Empirical Study of Texas Property‐Liability Insurers, essay 2, Prediction of Ratings in Property‐Liability Industry when The Organizational Form Is Endogenous, and essay 3, A Discussion of Parsimonious Methods Predicting Insurance Companies Ratings. The purpose of the first essay is to investigate the influence of underwriting use of credit information on variation in insurers’ underwriting performance. Specifically, this study addresses the following two research questions: first, what firm‐level characteristics are associated with the insurers’ decision to use credit information in underwriting? second, is there a relationship between the use of credit information and variation in insurers’ underwriting performance? The empirical results indicate that larger insurance companies, companies having more business in personal auto insurance, and those with greater use of reinsurance are more likely to use credit information in underwriting. More importantly, the results indicate that use of credit information is associated with lower variation in underwriting performance, consistent with the hypothesis that use of credit information enables insurers to better predict their losses. The purpose of the second essay is to resolve the inconsistent relationship between the organizational forms (i.e., stock versus mutual insurers) and insurers’ financial strength ratings. Specifically, this study takes into account the potential endogenous nature of organizational forms to investigate the influence of organizational forms on insurers’ financial strength ratings. The empirical results from the models employed indicate that the stock dummy variable is indeed a significant predictor of insurers’ ratings and that the relationship between the stock dummy and insurers’ financial strength ratings is not affected after the endogenous nature of organizational forms is considered. However, such relationship flips to be negative when additional rating predictors are included into the models. The purpose of the third essay is to investigate whether a logistic model is consistent in its predictions within one data set and compare the predictability and classificatory performance between the regression with a set of financial variables and the regression with principal components derived from this set of financial variables. The empirical results indicate that the models’ predictability is consistent within one data set which includes two different groups of observations. Also, the findings suggest that the principal components regression as a parsimonious model achieves the similar accuracy of estimation and fit while providing clearer interpretation of the role of the significant predictors.

隨著資訊科技的日新月異與網際網路的普及應用，各企業在面臨全球化的競爭環境下，皆積極尋求應用先進的資訊技術，力求創新與躍進，以期用最有限的資源創造企業最大的效益。對以客戶服務為主的壽險業而言，隨著新契約快速成長、產品多樣化、行銷管道多元化，壽險業所面臨的挑戰與競爭亦隨之加劇，因此，保險公司除了業務推廣外，更須加快求新求變的腳步，提供更創新、更超乎預期的客戶服務，還要兼顧營運成本管控，才能在瞬息萬變的金融保險市楊，持續保有競爭優勢。 本研究主要探討個案公司的新契約作業，在面臨業務量急速成長又要兼顧成本/利潤而無法同步大幅增加人力下，如何突破作業瓶頸，以及面臨每一階段的困難與挑戰時，如何事先評估風險與因應措施，並運用科技技術及專業團隊來大幅提升服務品質與作業效率。並且探討個案公司在完成每個階段的變革後，如何分析專案的執行成效，又如何持續提出還可再提昇改善的事項、問題以及未來可能的發展方向。個案公司的新契約作業演進過程摘要如下： 1.由於早期的人工作業已難以負荷大幅成長的業務量，故個案公司於1992年建置了「自動化核保系統」(Underwriting Automation)。然在專案推動過程中，面臨了〝如何建置完善的自動化系統〞、〝如何在兼顧成本與流程順暢下，決定最佳的系統建置方式〞及〝如何讓人員接受作業改造〞的問題， 透過專案小組以使用者的角度規劃系統流程，並且不斷地與相關人員進行充份溝通與宣導後，終於獲得所有人員的認同與支持。透過自動核保系統，不僅解決因業務量急速成長所面臨的作業瓶頸，也大幅提昇核保效率、降低人為核保錯誤率並且節省人力成本。 2.Underwriting Automation系統雖已提昇核保/發單效率，但仍面臨因產品的多元化以致業務員反應記不了這麼多的投保規則、以及無法在與客戶洽談保險當時即提供保戶確定的核保結果，因此，個案公司於2001年建置了「線上快速投保系統」(e-Application)。然在專案推動過程中，須克服的問題是〝如何提昇業務員使用系統的意願〞，透過專案小組不斷地與業務員進行溝通、並不斷地修正系統與持續地教育訓練及推廣，終於將e-Application系統使用率提昇到98%。透過e-Application系統，業務員不再有投保規則複雜的困擾，且不論上班/下班時間或例假日，都可隨時經由網際網路(internet)在客戶所在之處完成e受理、e核保，提供保戶即時的保障承諾，大幅提昇業務員的保險專業形象及行銷便利性。 3.e-Application系統雖可立即獲得核保結果，惟業務員仍須將要保文件寄達分公司才能處理後續作業。再加上投資型商品熱賣且作業較傳統型商品複雜，致核保人員的作業負荷增加。為了大幅提昇作業效率且運用有限的人力資源發揮最大的效益，個案公司於2006年建置了「影像線上作業系統」（Image ＆ Workflow）。然在專案推動過程中，面臨了〝如何改變核保人員的作業習慣 〞、〝如何將分公司人力順利移轉至簡易作業中心〞等問題，專案小組透過不斷地溝通及訓練，協助核保人員適應全程線上作業的變革；並提早一年與分公司溝通及規劃人力移轉事宜，讓人力及作業能夠順利移轉。透過Image ＆ Workflow系統，其快速便捷的e化流程，5秒鐘即可傳遞要保文件影像，不僅有效改善新契約受理高峰量之人力及作業負荷問題，且簡易案件的分流已大幅提昇核保效率且降低行政作業成本，並使核保員可更專注於複雜案件的處理與溝通，提供保戶及業務員更優質的核保服務。 保險是永續經營的服務事業，因此，流程變革是保險公司必須與時俱進且持續研討的重要課題。本研究藉由個案公司流程變革的過程、經驗及成效的分享，建議小型壽險公司推動核保自動化/影像化、中大型壽險公司全面e化/影像化/無紙化，並建議個案公司在邁入e化、影像化、無紙化的流程後，針對仍須仰賴人工處理的輸入作業，以及體檢核保人員養成不易的問題，可再進一步研議如何運用更精進的文字辨識技術與醫務專家系統，同時結合相關產業資源，採分階段方式逐步建置更科技化的系统平台，讓新契約作業邁向更快速、更專業的服務新里程。 / Along with the time evolution, the application of high technology and the spread of Internet are popular. The companies, currently are facing the competition environment in the era of globalization, all are looking for the modern technology aggressively to improve their service / operation in creative innovation way and to achieve the maximum benefit with limited resources. For the insurance companies, whose main focus is to provide customer service, they are facing more and more dramatic challenges and strict competition as the rapid growth of new business, variety of products, and diversity of promotion methods. Therefore, to maintain competitive advantage in the fast-changing financial-insurance market, the insurance companies need to strive for accelerated changes newly (as called re-engineering) not only to provide the innovative service which is beyond customer’s expectation, but also to manage the operation cost, besides promoting new business. This thesis is a case study of the new business process of the insurance company. It showed us how to break the process bottleneck, while the company faced the difficult situation that the business volume grown rapidly but no enough manpower can be added considered the cost/benefit justification. In addition, while the insurance company faced the difficulties and challenges of processing new business in each phase, how to evaluate the risks in advance and the corresponding countermeasures, adopting technology and professional team work to enhance the service quality and the operation efficiency. In these topics, we also discussed about how to evaluate the outcomes of re-engineering in each phase, included the way of reviewing the achievements / benefits of projects, continuously identifying the issues that can be improved, and the future development direction. The summary of the new business process evolution of the insurance company as below, 1.Considered the previous manual process barely handled the loading along with the huge growth of business volume, the insurance company implemented the Underwriting Automation system in 1992 to release the work load. However, the company faced several problems as “how to implement a comprehensive automation system”, “how to decide the best implementation way to achieve the objectives of that the cost is justified and the flow is smooth”, and “how to let the user to accept the process re-engineering”. Through planed the system workflow from user’s point of view and keep fully communicating with the stakeholders by the project team, this project gained all the stakeholders’ recognition and support eventually. By using the Underwriting Automation system, not only the process bottleneck caused by the huge growth of business volume can be solved, but also can large improved the underwriting efficiency, decreased the manual underwriting error rate, and saved the manpower cost. 2.Even though the Underwriting Automation system had improved the efficiency of underwriting and policy issuing, the agent still complained that they cannot remember so many underwriting rules and unable to provide the confirmed underwriting result timely when they sell the insurance product in front of the customer. Therefore, the company implemented e-Application system in 2001. However, the project team had to overcome the problem as “how to promote agent’s usage on this system” during the project implementation period. Through keep fully communicating with the agent, continuously enhanced the system features, training and promotion by the project team, the e-Application system usage rate finally raised up to 98%. By using the e-Application system, not only the agent’s persecution caused by the complex underwriting rule can be solved, but also can promise the protection to the customer in time as soon as the agent completed the e-submit, e-underwriting on customer site through the internet anytime. The professionalism and convenience of sales were big improved. 3.Even though e-Application can reply with the underwriting result immediately, the agent still need to mail out the signed copy of the application documents back to branch office for further process. Furthermore, the hot sale of Investment Link Product (ILP) and more complicated process of ILP product than the traditional product that caused the underwriter work load increased. In order to improve the operation efficiency and elaborate the best effectiveness under the limited human resource, the insurance company implemented the Image & Workflow system in 2006. However, the company faced several problems as “how to change the usual practice of underwriter”, “how to smoothly transfer the manpower from branch to the simple processing center” during the project implementation period. The project team was not only keep training and fully communicating with the underwriter, helped them accommodate to the change to entire on-line process, but also well planed the transformation and communicated with the branches one year ahead to smooth out the transfer of process and manpower. By using the Image & Workflow system, the fast convenient auto-flow that enable the document image be delivered in five second, not only can effectively solve the work load problem caused by the new business peak volume., but also can separate the simple case process to improve the underwriting efficiency and lower the operation cost. So the underwriter can more focus on the complicated case handling and communication to provide the best underwriting service quality to the agent and customer. Since insurance is the business of providing sustainable service, the process re-engineering is important task to the insurance company and has to be examined and modified concurrently with the times. In this thesis, with sharing with the experience and the achievement of the insurance company’s re-engineering process, it is suggested to implement the underwriting automation and imagelization within the small scale of insurance company, and fully implemented the electronic, imagelizing and paperless process within the medium or large scale of insurance company. After the insurance company had done the process re-engineering in electronic, imagelizing and paperless ways, it is also suggested that for those key-in works still rely on the manual process and the difficulties of developing and training medical underwriting personnel, the company can further study how to apply more advanced handwriting identification (OCR) technology and medical specialist system to solve the problems. Through utilizing the resource from the related industries to implement the highly technological system platform by phases, so as to the new business process toward more rapid and professional service milestone.

Submitted by Bruno Rodrigues Domingues (xistaum@hotmail.com) on 2013-03-04T01:01:01Z No. of bitstreams: 1 Dissertação_Verificação_ciclos_v5.pdf: 974726 bytes, checksum: d8c2d7df3a1ea76b56106d878af8ede0 (MD5) / Approved for entry into archive by Suzinei Teles Garcia Garcia (suzinei.garcia@fgv.br) on 2013-03-04T13:11:50Z (GMT) No. of bitstreams: 1 Dissertação_Verificação_ciclos_v5.pdf: 974726 bytes, checksum: d8c2d7df3a1ea76b56106d878af8ede0 (MD5) / Made available in DSpace on 2013-03-04T13:12:42Z (GMT). No. of bitstreams: 1 Dissertação_Verificação_ciclos_v5.pdf: 974726 bytes, checksum: d8c2d7df3a1ea76b56106d878af8ede0 (MD5) Previous issue date: 2013-02-05 / Este trabalho se propõe a avaliar a existência de ciclos de margem de subscrição no mercado segurador brasileiro para os grupos de ramos de automóvel, patrimonial, responsabilidade civil e transportes a partir de dados da SUSEP. É feita uma introdução em seguros, uma revisão dos artigos que foram realizados no mundo sobre o assunto assim como os estudos discorrendo sobre as possíveis causas para a existência destes ciclos. Em seguida são apresentadas as técnicas econométricas de séries de tempo estruturais e o teste HEGY utilizadas para a verificação dessa hipótese. Foram encontrados ciclos nos grupos de ramos de automóveis, patrimoniais e transportes e não encontramos evidências de ciclos para responsabilidade civil e nem para o agregado de ramos. Os resultados desse estudo sobre a existência, ou não dos ciclos, assim como sua duração considerando as particularidades de cada tipo de ramo, periodicidade das séries e utilização ou não da despesa de comercialização foram analisados para cada grupo de ramos, considerando suas particularidades. Finalmente se fez um comparativo dos resultados obtidos nesse estudo com o que está na literatura para diversos outros mercados de seguros de outros países. / This study examines the existence of underwriting cycles in the Brazilian insurance market for four lines of insurance: marine, property, motor and liability using data from SUSEP. An overview of insurance is given as well as a quick explanation of insurance accounting practices in Brazil. A review of the literature published over this subject and the possible causes of these cycles are provided as well. The econometrics techniques are presented and an alternative methodology for verifying cycles is proposed. The analyses of the results were made in two steps. First a comparison between the results per lines was made considering specificities of each line. The results were then compared with the results from other countries. Evidences of cycles were found for the automobile, marine and property lines, in contrast to liability and when the lines were aggregated.

[pt] Em 2014, a Comissão de Valores Mobiliários incluiu as ofertas de capital na instrução regulotória para emissões via esforços restritos, permitindo às empresas ofertar suas ações por meio de procedimentos mais simples e rápidos, revelando menos informação para o mercado. Por sua vez, as firmas que escolhem esse método de emissão são autorizadas a vender as novas ações para um grupo constituído por não mais que 50 investidores qualificados. Desde que as novas regras entraram em vigor, quase todas as emissões de capital secundárias feitas por empresas listadas em bolsa se deram pelo método de esforços restritos. Neste trabalho, estudamos o impacto do novo cenário regulatório sobre dois tipos de custos associados às emissões secundárias de capital: o primeiro, indireto, é o efeito dos anúncios de oferta no preço das ações das empresas emissoras. Um estudo de eventos mostra que os retornos anormais numa janela de três dias ao redor da data de anúncio são, em média, 3,23 pontos percentuais mais altos quando a firma emite capital via esforços restritos em vez do método tradicional. O segundo tipo de custo, o direto, consiste nas comissões pagas aos coordenadores da oferta e outras despesas. Sob esforços restritos, esses dispêndios (como porcentagem do total levantado pela oferta) são, em média, 1,01 pontos percentuais mais baixos que aqueles incorridos em ofertas feitas sob as regras tradicionais. Argumentamos que a redução nos dois tipos de custos se deve (ao menos parcialmente) à mitigação da assimetria de informação proporcionada pelo novo método de emissão. / [en] In 2014, the Brazilian Securities and Exchange Commission included equity offerings in the restricted efforts regulatory instruction, allowing firms to issue equity through simpler, faster procedures, disclosing less information to the market. In turn, firms choosing that issuance method are allowed to sell their new shares to a group consisting of no more than 50 qualified investors. Since the new rules came into force, almost all seasoned equity offerings carried out by listed companies took place under restricted efforts. In this work, we study the impact of the new regulatory setting on two types of costs regarding seasoned equity offerings: the first, an indirect one, is the effect of offering announcements on the issuer s stock price. An event study shows that abnormal returns in a three-day window around the announcement are, on average, 3.23 percentage points higher when the company issues equity under restricted efforts rather than traditional rules. The second type of cost, the direct one, consists of fees paid to the underwriters and other expenses. Under restricted efforts, those fees (as a percentage of total offering proceeds) are, on average, 1.01 percentage point lower than fees charged in the offerings that follow the traditional procedures. We argue that the reduction in the two types of costs is due (at least partially) to the mitigation of information asymmetry provided by the new issuance method.

This study shows that managers of short-term insurers may improve their financial results if they can identify and manage the factors that are critical to their financial results. The development and application of the concept of critical success factors are therefore used as a basis for this study. The study reviews the functions performed by short-term insurers, focusing on the effect these functions have on their cash flows. Selection and pricing of risk are discussed in detail. The underwriting cycle in South Africa, and several possible causes of the cycle are investigated. Reinsurance, claims handling and rilanagement expenses are important components of the cash flows of short-term insurers and are therefore examined in detail. The optimum risk level at various combinations of underwriting and investment income is empirically tested, using the financial results of several insurers. The study investigates different approaches to the measurement of financial success of insurers, and the return on shareholders' funds is found to provide the fairest and most reliable method. Empirical comparisons are made on the financial results of the insurers that participated in the study to distinguish between those that are financially successful and those that are not. To discover what the industry consider to be their critical financial success factors, a postal survey was done of key decision makers in the South African short-term insurance industry. Respondents identified several success factors, but did not include some success factors discovered during the review of the literature. Respondents apparently experienced difficulty in separating strategic issues from operational ones. The survey revealed that the pricing of risk is problematic for short-term insurers. The importance of the investment function is also underestimated by the industry. The study concludes that the combined systematic risk of the investment and underwriting portfolios is a critical success factor, along with the capital base of the insurer, the ability of the insurer to use the leverage provided by using policyholders' funds as free reserves and the size and direction of an insurer's cash flows. / Business Management / D. Com (Business Management)

The financial stability of the insurers is important to fulfil its role as a risk transfer mechanism and to protect the purchasers of their products. The European Union is introducing the Solvency II to modernise the current Solvency I regime and to harmonise the different insurance legislation of the members of the European Union. Solvency II introduces an architecture consisting of three pillars, with Pillar I setting the solvency capital requirements, Pillar II the governance and risk management requirements and Pillar III the reporting requirements. The South African Regulator initiated Solvency Assessment and Management for implementation in 2016 to align the South African prudential regulatory framework to meet the Solvency II requirements for third country equivalence. The problem that this study addressed is the possible effect that the introduction of Solvency Assessment and Management may have on the sustainability of short-term insurers in South Africa. The results of a empirical component of the study indicated that small and medium short-term insurers may be negatively impacted due to the costs incurred to implement and comply with the requirements of the new regulatory framework. The effect on the South African short-term industry can be that cover is concentrated among a few large short-term insurers. / Business Management / M. Com. (Business Management)

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.