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http://tdr.lib.ntu.edu.tw/jspui/handle/123456789/30225
標題: | 台灣庫藏股制度之實施及發展 The Implementation and Development of Taiwan’s Treasury Stock System |
作者: | Tzu-Ya Chen 陳慈雅 |
指導教授: | 劉啟群(Chi-Chun Liu) |
關鍵字: | 庫藏股,決議方式,買回總金額,執行率,資訊揭露,內線交易,股價操弄, Treasury stock,Repurchases,insider trading,stock price manipulation,Suggestions., |
出版年 : | 2007 |
學位: | 碩士 |
摘要: | 本研究以介紹我國庫藏股制度為中心,參考比較各國關於庫藏股制度的規定,藉以針對我國實施六年多以來的庫藏股制度提出改革芻議。庫藏股制度設立之初便引起廣泛討論,諸如護盤條款、決議方式及買回總金額上限等,對於可能產生內線交易及操弄股價之弊端更是學界極思修改甚至廢除庫藏股制度的原因。本研究鑒於庫藏股制度已實施多年,爲兼顧效率與公平,並參考國外立法例,建議修改決議方式、買回總金額上限、執行率下限及資訊揭露等,使我國的庫藏股制度更臻完備。 In this thesis, some suggestions are advanced to improve Taiwan’s regulation of stock repurchases. The legal base for our present system is in Article 28-2 of Securities and Exchange Law and Article 167-1 of Company Law. The former is set up for TSEC and OTC listed companies, and is generally so-called the implementation of treasury stock system whereas the latter is set up for all kinds of companies. To stabilize stock prices was one of the reasons why our authority introduced this system from other countries in 2000. Many academics, however, argued that this system has a lot of drawbacks to be amended, and has many negative effects, such as insider trading, and stock price manipulation. At first, this thesis introduces the advantages and drawbacks of treasury stock. Secondly, it focuses on introducing our present legal system of company’s buying-back its own stock shares. Then it introduces and compares with the system among many countries like US, Japan, and European. Further, it collects the legal opinions of the concerned authorities to improve the better understanding of our nowadays conditions. Finally, it discusses and analyses the possible models and methods of improving our system and offers some suggestions to improve our present systems of stock repurchases. By introducing and comparing the treasury stock system in Taiwan and in other countries, this thesis finds that the treasury stock system in Taiwan is quite different from that in other countries, such as the way of decision, the total amount of buyback, information disclosure and so on. Since our enterprises have used the present system for over six years, and in order to balance the tradeoff between efficiency and justice, this thesis provides some eclectic suggestions to improve our present legal system of shares repurchases. This thesis believes that the suggestions will help our country to keep paces with other modern countries. Furthermore, the suggestions will also push our enterprises to maintain the flexibility and efficiency in using the treasury stock system. |
URI: | http://tdr.lib.ntu.edu.tw/jspui/handle/123456789/30225 |
全文授權: | 有償授權 |
顯示於系所單位: | 會計學系 |
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