关键词: 定向增发, 控股股东, 决策动机, 特征

Abstract: There were many theoretical literatures to explain SEO methods after split-shareholder reforms among listed companies,but most of them were built on the basis of mainstream theory in developed countries,which failed to consider the background of Chinese capital market.This paper assumed that controlling shareholders were reasonable and systemically analyzed their motivations to choose private placement as following: listing of assets,appreciation of equity value,maintaining controlling power,equity mortgage,subscribing shares with low price or selling assets with high price.This paper also generalized the original characters of controlling shareholder as controlling power and asset ownership.This paper attempted to establish the theoretical model based on the background of Chinese capital market.

Key words: private placement, controlling shareholder, motivation of decision, characters