| 摘要: | 台灣自1987 年頒布「台灣地區和中國大陸地區人民關係條例」，准許台商可透過第三地間接投資中國大陸以來，迄今已廿年，而政府也陸續修正各項經貿及金融政策，以因應兩岸經貿日益活絡之強大經濟需求。而一直以來，投資人、授信銀行甚至政府相當關心投資大陸之台灣企業，是否有債留台灣、盈餘留於第三地或大陸之狀況?台灣母公司是否因大陸子公司創造豐厚利潤而雨露均霑或債權更加確保?總是存有相當大的疑慮。 本研究爰於此背景，希望透過投資大陸之台灣企業其公開的財務資訊，如有關關係人交易和大陸經營模式，探討其與母公司的治理機制與盈餘管理的關係。金融研訓院薛琦院長曾說過，「『開拓一般市場撐著雨傘，要用它就要打開』，但對於大陸市場不能以雨傘視之，而是要懷抱著跳降落傘的心態，跳出之前需要確定傘打得開」。所以，台灣的銀行業爭取台商授信時，要先評估其信用風險，盲目輕舉妄動的從眾(herd)行為，將未見其利先見其害。 本研究的各項實證結果，發現大陸投資金額、持股比率和母公司金融機構借款等，對關係人的各項交易有明顯之影響;大陸投資金額與投資損益呈現顯著的負向關係;母公司的金融機構借款對母公司經營績效呈現顯著負向影響，代表財務槓桿未發揮效果。投資大陸之台灣企業明顯利用營業內與營業外裁決性項目從事盈餘管理行為。投資大陸之企業為取得銀行融資或較佳之申貸條件，會以穩健母公司財務報表為職志，但由於企業設備產能皆外移至大陸，亦有改以境外子公司採購、收款，反而較不易以營業內裁決性工具從事盈餘管理。透過第三地匯款至大陸之投資方式的營業外盈餘管理傾向相較於直接投資方式為高；就公開發行程度分析之，發現上櫃公司相對於上市及興櫃公司更顯著地操縱營業內外盈餘管理;治理機制差者對盈餘管理的影響程度明顯高於治理機制佳之公司。新報(TEJ)之信用評等模式，面對企業未合理表達轉投資時，公布的信用評等結果之真實成效即受限或堪慮，信用評等高者傾向從事營業外盈餘管理的異常現象。 依本研究實證結果，分析發現的經營模式、治理機制優劣及影響盈餘管理各項因素，皆可提供台灣金融機構審查投資大陸之台灣企業信用風險所需，有更具體且多元之信用標準，無論是授信給投資大陸之母公司或給予其境外子公司授信額度，相信將更優於傳統信用評等比率的審查依據。 It has been twenty years since the government’s announcement of the “Act Governing Relations between People of the Taiwan Area and the Mainland Area” in 1987, when Taiwanese business were allowed to invest indirectly in the Mainland China business through a third country. During the period, the government has made continuous revision on various economic, trade and financial policies to accommodate to the strong demand from the increasing economic activities across the strait. A common concern of all the investors, lending banks and the government through these years is whether the Taiwanese business have kept their earnings in the Mainland China or a third country, with all the liabilities left in Taiwan? Has the head office in Taiwan been benefited as well when the subsidiary in China has made great profits? Or has the credit been further secured by the profit-making? All these are big concerns of the relevant parties. In view of the above, we endeavor to discuss in this study the interaction between the subsidiaries in China and their Taiwan head office in terms of the corporate governance mechanism and the earning management systems, through a study of the publicized financial information of such Chinese-based Taiwanese companies, including the transactions between related parties and the management module of the Chinese operations. As indicated by Mr. Chi Shive, President of Taiwan Academy of Banking and Finance: “When you are developing a market other than the China market, you are holding an umbrella. You only open it when you need it. For the China market, however, you should hold a more prudent attitude as if you were parachuting. Make sure the parachute can be opened before you jump”. For banks in Taiwan, therefore, it is better to evaluate the credit risk of a Chinese-based company before offering a credit. Any herd behavior without careful consideration would very possibly lead into a harmful result, rather than profit. Through the empirical analysis made in this study, we found that the various transactions made by the related parties were significantly impacted by the amount of investment in China, shareholding ratio and the bank borrowings by the head office, etc. A significant negative relationship was seen between the investment amount in China and the investment return. It was further noticed that the bank borrowings by the head office had a significant influence on the performance of the head office, showing that the financial leverage had not been fully effective. Obviously, Taiwanese companies with investment in China were manipulating the various discretionary items, operational or non-operational, for their earnings management. To obtain banking facilities or better terms for their borrowings, such companies would firstly strive to achieve a decent financial report for their head office. Some companies, however, would pass on the procurement and fund collection authorities to their offshore subsidiaries, considering that most of the equipments and production lines have been moved to China. In such cases, it would be less convenient for them to use the operational discretionary items for earnings management. Comparing with those who have direct investment in China, companies who made their investment in China through a third place normally have a higher tendency in manipulating the non-operational discretionary items for their earnings management. In terms of the level of public offering, GTSE listed companies were seen to have been manipulating the earnings management, operational or non-operational, to a greater extent than the TSEC listed companies or emerging stock board companies. Companies with a less effective corporate governance mechanism are obviously more influential on the earnings management, when compared with companies with a better corporate governance. The credit grading system used by TEJ, therefore, is adversely impacted or restricted in terms of its accuracy or effectiveness, when the company has not adequately disclosed its reinvestments through the financial reports. One unusual phenomenon was that companies with higher credit grades are more likely to make use of the non-operational earnings management. The empirical research findings, covering the management modules, comparison of corporate governance mechanisms, and the various factors influencing the earnings management style, etc., shall provide more specific and diversified credit standards for the financial institutions in Taiwan when evaluating the credit risks of local enterprises with investment in China, no matter if the credit is offered to the head offices for their investment in China, or to its offshore subsidiaries. This is believed to be superior to the conventional credit rating instruments for the credit review process. |
