The policy of promoting mergers and acquisitions, which has been closely watched by the outside world and led by the Ministry of Industry and Information Technology for a long time, was officially issued by the State Council.
On September 6, the "Opinions of the State Council on Promoting Mergers and Acquisitions of Enterprises" issued by the General Office of the State Council (hereinafter referred to as "Opinions") required the provinces to actively promote mergers and acquisitions in the areas of institutional reform breakthroughs and fiscal credit policy tilts.
The "Opinions" will focus on the promotion of automobile, steel, cement, machinery manufacturing, electrolytic aluminum, and rare earth.
In order to implement the mergers and acquisitions of enterprises in these fields as soon as possible, the Ministry of Industry and Information Technology requires all localities to report at least one case of mergers and acquisitions before October. Under the favorable policies, the merger and reorganization of Chinese enterprises is about to start to accelerate.
Merger and reorganization "Langlang match"
"We have been paying attention to when the "Opinions" were introduced. The next step in our merger and reorganization is the private enterprises in the province. After the introduction of the "Opinions", our restructuring costs will be greatly reduced." On September 8, Hebei Iron and Steel Group Relevant people told the "China Business News" reporter.
A few days before the "Opinions" issued, on August 30, the relevant departments of the Hebei Provincial Government held a meeting to promote the merger and reorganization of Hebei enterprises in Tangshan. The reporter of China Business News learned from the meeting that the next step would be Hebei. Accelerate the cultivation of 3 to 4 large steel enterprise groups with strong strength and obvious competitive advantages. In other words, in addition to the existing leading steel company Hebei Iron and Steel Group, Hebei will set up at least three large steel groups.
Coincidentally, Shandong State-owned Assets is also preparing to promote a series of mergers and acquisitions. After the Shandong Iron and Steel Group merged with the private company Rizhao Steel Group, Shandong will continue to expand the “State-owned Corps†through mergers and acquisitions. Tan Chengyi, director of the State-owned Assets Supervision and Administration Commission of Shandong Province, said: "We will strive to adjust the Shandong provincial management enterprises to less than 25 households and build 10 large enterprise groups with strong competitiveness and high visibility."
At the same time, the process of mergers and acquisitions of 123 central enterprises under the State-owned Assets Supervision and Administration Commission of the State Council is accelerating, and the number of central enterprises should be reduced to less than 100 by the end of the year.
In fact, the promulgation of the "Opinions" has the greatest impact on state-owned enterprises under the SASACs. The wave of reorganization before the local governments is mostly state-owned enterprises, and the SASAC is also one of the participants in the "Opinions."
However, it is worth noting that from the level of Hebei, Shandong and even central enterprises, the merger and reorganization of the waves and the waves are the integration of the state-owned enterprises' plates, and even more are the restructuring of the “Langlang matchâ€.
The basic principle of mergers and acquisitions finalized in accordance with the "Opinions" is: fully respect the will of the enterprise, and guide and encourage enterprises to participate in mergers and acquisitions voluntarily and independently by improving relevant industry planning and policy measures. At the same time, we must adhere to market-oriented operations and standardize administrative behaviors. Enterprises should conduct mergers and acquisitions through equal consultation and legal compliance to prevent "Langlang distribution."
"This is obviously aimed at the policy of mergers and acquisitions that have been dominated by administrative means. However, it is not easy to stop the restructuring of the 'Lang Lang'." The Henan State-owned Assets Supervision and Administration Commission did not want to be named.
In the view of Henan state-owned people, a considerable part of the current state-owned enterprise restructuring is still in the “Langlang distribution†stage, such as in the steel sector, “Da Angangâ€, “Shandong Iron and Steel Group†and “Hebei Iron and Steel Group†and other steel enterprises. Behind the competition and the reorganization of China's steel industry, the government's "Langlang match" and the blindness of steel production capacity are "spoiling the game."
Sweeping mergers and acquisitions
In fact, corporate mergers and acquisitions are the main theme of major industrial sectors since 2007, but the wave of corporate mergers and acquisitions is also due to the disharmony factors arising from cross-institutional and cross-regional restructuring.
In 2009, during the further restructuring of Jilin Guoqi Tonggang Group and private Jianlong Iron and Steel, the “Chen Guojun Blood Case†that shocked the whole country occurred. This is an extreme manifestation of the failure of cross-institutional integration.
In addition, the integration of the central enterprises Angang and the Liaoning state-owned enterprise Bengang is still in the stage of “unjoined and inconsistentâ€, and the main reason for the “unfamiliarity†is the game brought about by tax sharing and personnel arrangement. The reorganization of the saddle is A typical reorganization failure case of uneven benefits due to cross-regional restructuring.
Previously, in the process of mergers and acquisitions, there was a tax sharing in cross-regional integration. The income tax of general industrial enterprises must be paid at the headquarters of the enterprise group. For example, after Angang reorganized Benxi Steel, Benxi Steel’s income tax needs to be paid at the headquarters of Angang, and the circulation Taxes (business tax, value added tax) are paid locally.
To this end, many local governments are reluctant to reorganize their local enterprises in other provinces (outside markets) in order to retain taxes.
However, the key factors that hinder corporate restructuring are far from these.
"The merger and reorganization of enterprises is the redraw of interests. In the final analysis, it is a game of personnel." Wang Yifang, chairman of Hebei Iron and Steel Group, broke the mystery.
In fact, after the merger and reorganization of the enterprise, the business leaders of the reorganized party will lose their dominance and control. A person from the Liaoning State-owned Assets Supervision and Administration Commission has revealed to the reporter that the major factor in the unsuccessful restructuring of Anben Steel is the struggle from corporate leaders.
To this end, the "Opinions" to eliminate the institutional barriers to mergers and acquisitions, will start from the following two aspects:
The first is to clean up the restrictions on cross-regional mergers and acquisitions. In order to optimize the industrial layout and further break the market segmentation and regional blockade, it is necessary to conscientiously clean up and abolish various regulations that are not conducive to mergers and acquisitions and hinder fair competition. In particular, we must resolutely abolish the restrictions imposed by foreign companies on foreign enterprises to implement mergers and acquisitions of local enterprises. Provisions.
The second is to rationalize the distribution of interests among regions. Under the premise of not violating the relevant national policies and regulations, the region may sign a fiscal and taxation benefit sharing agreement after mergers and acquisitions according to the scale of assets and profitability of the enterprise, and properly solve the problem of the attribution of statistical data such as industrial added value after mergers and acquisitions. Corporate mergers and acquisitions share the results.
Some media said that the tax sharing was based on five or five points, but the Ministry of Industry and Information Technology did not respond to this statement. It is worth noting that the "Opinions" did not solve the obstacles currently caused by the personnel game.
Who is the civil servant and the state capital?
Another issue of great concern is the status of private enterprises in mergers and acquisitions. In 2009, the merger and reorganization in full swing, the trend of "national advancement and retreat" sparked heated discussion. In this context, whether the introduction of this policy can make private enterprises "anti-customer-oriented" is even more worth looking forward to.
It is worth noting that the scope of the enterprise for the "Opinions" is not divided into state-owned enterprises and private enterprises.
In the view of many market participants, the "Opinions" further emphasized the opportunities for private enterprises to enter the market in the "new private capital 36 articles".
The "Opinions" pointed out that the market access of private capital should be relaxed, and the industries and fields that laws and regulations were not prohibited should be opened to private capital, and restrictions on the proportion of equity should be relaxed. Accelerate the reform of monopoly industries, encourage private capital to enter the competitive business field of monopoly industries through mergers and acquisitions, and support private capital to enter the fields of infrastructure, public utilities, financial services and social undertakings.
However, the removal of institutional thresholds does not mean that private capital can be driven in. Hu Yuexiao, chief analyst of Shanghai Securities Macroeconomics, pointed out that after long-term development, monopoly patterns in some areas have taken shape. “There is no threshold for the system, and the market threshold is already high.â€
In this regard, Wang Lijun, the head of a private steel enterprise in Shandong, deeply agreed that “it seems to be the same for private capital, but even in some monopoly areas, even if the state capital is liberalized, the private capital will not be able to enter, let alone participate in the restructuring.†Wang Lijun believes "In the field like oil, every link is a monopoly of state-owned enterprises. The individual power of private enterprises is stronger. It is difficult to survive in similar fields by relying on singles."
In Wang Lijun’s view, after the introduction of the Opinions, state-owned enterprises will become more “fierce†in the wave of restructuring. After a series of reforms and restructuring adjustments, state-owned enterprises are now in a stronger position in the market, and private enterprises are also difficult to The competition, so "glass door" and "spring door" will also be staged.
Regarding Wang Lijun’s point of view, Zhu Boshan, a veteran of the state-owned assets field, agrees very much. He believes that private enterprises have participated in the reform of state-owned enterprises five years ago. At that time, private enterprises participated in the reform of state-owned enterprises. There are opportunities, but today’s state-owned enterprises have undergone a series of reforms. And the market position is getting bigger and stronger, and it is very difficult for the private capital to participate in the merger and reorganization of state-owned enterprises.
"In the field of resources such as steel and cement, there may be a situation of 'national advancement and retreat' in the future." Zhu Boshan told reporters.
The vice chairman of the National Federation of Industry and Commerce, Bao Yu, believes that if private enterprises want to participate in the reform of state-owned enterprises, the restructuring of state-owned enterprises can only be carried out at the state-level enterprises below the provincial level, and at the level of central enterprises, it is a fantasy.
On September 6, the "Opinions of the State Council on Promoting Mergers and Acquisitions of Enterprises" issued by the General Office of the State Council (hereinafter referred to as "Opinions") required the provinces to actively promote mergers and acquisitions in the areas of institutional reform breakthroughs and fiscal credit policy tilts.
The "Opinions" will focus on the promotion of automobile, steel, cement, machinery manufacturing, electrolytic aluminum, and rare earth.
In order to implement the mergers and acquisitions of enterprises in these fields as soon as possible, the Ministry of Industry and Information Technology requires all localities to report at least one case of mergers and acquisitions before October. Under the favorable policies, the merger and reorganization of Chinese enterprises is about to start to accelerate.
Merger and reorganization "Langlang match"
"We have been paying attention to when the "Opinions" were introduced. The next step in our merger and reorganization is the private enterprises in the province. After the introduction of the "Opinions", our restructuring costs will be greatly reduced." On September 8, Hebei Iron and Steel Group Relevant people told the "China Business News" reporter.
A few days before the "Opinions" issued, on August 30, the relevant departments of the Hebei Provincial Government held a meeting to promote the merger and reorganization of Hebei enterprises in Tangshan. The reporter of China Business News learned from the meeting that the next step would be Hebei. Accelerate the cultivation of 3 to 4 large steel enterprise groups with strong strength and obvious competitive advantages. In other words, in addition to the existing leading steel company Hebei Iron and Steel Group, Hebei will set up at least three large steel groups.
Coincidentally, Shandong State-owned Assets is also preparing to promote a series of mergers and acquisitions. After the Shandong Iron and Steel Group merged with the private company Rizhao Steel Group, Shandong will continue to expand the “State-owned Corps†through mergers and acquisitions. Tan Chengyi, director of the State-owned Assets Supervision and Administration Commission of Shandong Province, said: "We will strive to adjust the Shandong provincial management enterprises to less than 25 households and build 10 large enterprise groups with strong competitiveness and high visibility."
At the same time, the process of mergers and acquisitions of 123 central enterprises under the State-owned Assets Supervision and Administration Commission of the State Council is accelerating, and the number of central enterprises should be reduced to less than 100 by the end of the year.
In fact, the promulgation of the "Opinions" has the greatest impact on state-owned enterprises under the SASACs. The wave of reorganization before the local governments is mostly state-owned enterprises, and the SASAC is also one of the participants in the "Opinions."
However, it is worth noting that from the level of Hebei, Shandong and even central enterprises, the merger and reorganization of the waves and the waves are the integration of the state-owned enterprises' plates, and even more are the restructuring of the “Langlang matchâ€.
The basic principle of mergers and acquisitions finalized in accordance with the "Opinions" is: fully respect the will of the enterprise, and guide and encourage enterprises to participate in mergers and acquisitions voluntarily and independently by improving relevant industry planning and policy measures. At the same time, we must adhere to market-oriented operations and standardize administrative behaviors. Enterprises should conduct mergers and acquisitions through equal consultation and legal compliance to prevent "Langlang distribution."
"This is obviously aimed at the policy of mergers and acquisitions that have been dominated by administrative means. However, it is not easy to stop the restructuring of the 'Lang Lang'." The Henan State-owned Assets Supervision and Administration Commission did not want to be named.
In the view of Henan state-owned people, a considerable part of the current state-owned enterprise restructuring is still in the “Langlang distribution†stage, such as in the steel sector, “Da Angangâ€, “Shandong Iron and Steel Group†and “Hebei Iron and Steel Group†and other steel enterprises. Behind the competition and the reorganization of China's steel industry, the government's "Langlang match" and the blindness of steel production capacity are "spoiling the game."
Sweeping mergers and acquisitions
In fact, corporate mergers and acquisitions are the main theme of major industrial sectors since 2007, but the wave of corporate mergers and acquisitions is also due to the disharmony factors arising from cross-institutional and cross-regional restructuring.
In 2009, during the further restructuring of Jilin Guoqi Tonggang Group and private Jianlong Iron and Steel, the “Chen Guojun Blood Case†that shocked the whole country occurred. This is an extreme manifestation of the failure of cross-institutional integration.
In addition, the integration of the central enterprises Angang and the Liaoning state-owned enterprise Bengang is still in the stage of “unjoined and inconsistentâ€, and the main reason for the “unfamiliarity†is the game brought about by tax sharing and personnel arrangement. The reorganization of the saddle is A typical reorganization failure case of uneven benefits due to cross-regional restructuring.
Previously, in the process of mergers and acquisitions, there was a tax sharing in cross-regional integration. The income tax of general industrial enterprises must be paid at the headquarters of the enterprise group. For example, after Angang reorganized Benxi Steel, Benxi Steel’s income tax needs to be paid at the headquarters of Angang, and the circulation Taxes (business tax, value added tax) are paid locally.
To this end, many local governments are reluctant to reorganize their local enterprises in other provinces (outside markets) in order to retain taxes.
However, the key factors that hinder corporate restructuring are far from these.
"The merger and reorganization of enterprises is the redraw of interests. In the final analysis, it is a game of personnel." Wang Yifang, chairman of Hebei Iron and Steel Group, broke the mystery.
In fact, after the merger and reorganization of the enterprise, the business leaders of the reorganized party will lose their dominance and control. A person from the Liaoning State-owned Assets Supervision and Administration Commission has revealed to the reporter that the major factor in the unsuccessful restructuring of Anben Steel is the struggle from corporate leaders.
To this end, the "Opinions" to eliminate the institutional barriers to mergers and acquisitions, will start from the following two aspects:
The first is to clean up the restrictions on cross-regional mergers and acquisitions. In order to optimize the industrial layout and further break the market segmentation and regional blockade, it is necessary to conscientiously clean up and abolish various regulations that are not conducive to mergers and acquisitions and hinder fair competition. In particular, we must resolutely abolish the restrictions imposed by foreign companies on foreign enterprises to implement mergers and acquisitions of local enterprises. Provisions.
The second is to rationalize the distribution of interests among regions. Under the premise of not violating the relevant national policies and regulations, the region may sign a fiscal and taxation benefit sharing agreement after mergers and acquisitions according to the scale of assets and profitability of the enterprise, and properly solve the problem of the attribution of statistical data such as industrial added value after mergers and acquisitions. Corporate mergers and acquisitions share the results.
Some media said that the tax sharing was based on five or five points, but the Ministry of Industry and Information Technology did not respond to this statement. It is worth noting that the "Opinions" did not solve the obstacles currently caused by the personnel game.
Who is the civil servant and the state capital?
Another issue of great concern is the status of private enterprises in mergers and acquisitions. In 2009, the merger and reorganization in full swing, the trend of "national advancement and retreat" sparked heated discussion. In this context, whether the introduction of this policy can make private enterprises "anti-customer-oriented" is even more worth looking forward to.
It is worth noting that the scope of the enterprise for the "Opinions" is not divided into state-owned enterprises and private enterprises.
In the view of many market participants, the "Opinions" further emphasized the opportunities for private enterprises to enter the market in the "new private capital 36 articles".
The "Opinions" pointed out that the market access of private capital should be relaxed, and the industries and fields that laws and regulations were not prohibited should be opened to private capital, and restrictions on the proportion of equity should be relaxed. Accelerate the reform of monopoly industries, encourage private capital to enter the competitive business field of monopoly industries through mergers and acquisitions, and support private capital to enter the fields of infrastructure, public utilities, financial services and social undertakings.
However, the removal of institutional thresholds does not mean that private capital can be driven in. Hu Yuexiao, chief analyst of Shanghai Securities Macroeconomics, pointed out that after long-term development, monopoly patterns in some areas have taken shape. “There is no threshold for the system, and the market threshold is already high.â€
In this regard, Wang Lijun, the head of a private steel enterprise in Shandong, deeply agreed that “it seems to be the same for private capital, but even in some monopoly areas, even if the state capital is liberalized, the private capital will not be able to enter, let alone participate in the restructuring.†Wang Lijun believes "In the field like oil, every link is a monopoly of state-owned enterprises. The individual power of private enterprises is stronger. It is difficult to survive in similar fields by relying on singles."
In Wang Lijun’s view, after the introduction of the Opinions, state-owned enterprises will become more “fierce†in the wave of restructuring. After a series of reforms and restructuring adjustments, state-owned enterprises are now in a stronger position in the market, and private enterprises are also difficult to The competition, so "glass door" and "spring door" will also be staged.
Regarding Wang Lijun’s point of view, Zhu Boshan, a veteran of the state-owned assets field, agrees very much. He believes that private enterprises have participated in the reform of state-owned enterprises five years ago. At that time, private enterprises participated in the reform of state-owned enterprises. There are opportunities, but today’s state-owned enterprises have undergone a series of reforms. And the market position is getting bigger and stronger, and it is very difficult for the private capital to participate in the merger and reorganization of state-owned enterprises.
"In the field of resources such as steel and cement, there may be a situation of 'national advancement and retreat' in the future." Zhu Boshan told reporters.
The vice chairman of the National Federation of Industry and Commerce, Bao Yu, believes that if private enterprises want to participate in the reform of state-owned enterprises, the restructuring of state-owned enterprises can only be carried out at the state-level enterprises below the provincial level, and at the level of central enterprises, it is a fantasy.
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