Like any emerging market, China has its fair share of fraud, scams and corporate governance fiascos. But a spate of scandals at Chinese companies listed in New York, Hong Kong and Toronto is increasingly unsettling investors.
近几个月来，卖空者对数量空前的海外上市中国企业发起攻击，指控其存在欺诈或其它不当行为。此举已导致这些企业的股价出现暴跌，使一些非常知名的投资者遭受亏损。 “这似乎发酵到了歇斯底里的程度，给寻求在美国市场募资的所有中国企业蒙上了一团不幸的阴影，”Kobre & Kim律师事务所常驻香港的合伙人、美国证交会(SEC)前执法官威廉•麦戈文(William McGovern)表示。“现在情况已变得让投资者难以区分事实与假象。”
In recent months, short-sellers have attacked an unprecedented number of Chinese companies listed on international stock exchanges, accusing them of fraud or other wrongdoing. This has caused their shares to tumble and inflicted losses on some very prominent investors
在多伦多上市的中国林业集团Sino Forest自上周四以来市值蒸发逾三分之二。此前，由卖空者卡森•布洛克(Carson Block)创立的浑水摸鱼研究公司(Muddy Waters)指控称，Sino Forest夸大了销售额及其林地的价值。
“It seems to have bubbled into a hysteria and creates an unfortunate overhang over all Chinese companies seeking to raise capital in the US markets,” says William McGovern, Hong Kong-based partner at Kobre & Kim and former enforcer at the US Securities and Exchange Commission. “It has become hard for investors to separate fact from fiction.”
对此，Sino Forest在上周五作出反击。该公司发表措辞强烈的声明，否认上述指控，并称浑水摸鱼的做法是“自私自利的”，但该公司股价继续下滑。此举已导致Sino Forest的最大股东、由亿万富翁约翰•保尔森(John Paulson)管理的370亿美元对冲基金遭受了近5亿美元的账面亏损。
Sino Forest, a Chinese forestry group listed in Toronto, has lost more than two-thirds of its market value since Thursday after Muddy Waters, a research firm founded by short-seller Carson Block, accused the company of overstating its sales and the value of its forest land.
Sino Forest hit back on Friday with a strong denial, dismissing Muddy Waters’ “self-interested” approach, but the shares continued to slide. The move has inflicted a paper loss of almost $500m on Sino Forest’s largest shareholder, the $37bn hedge fund run by billionaire John Paulson.
Paulson is not the only big name caught up in the storm. US private equity group Carlyle is the biggest foreign investor in China Forestry, a Hong Kong-listed operator of mainland plantations whose shares have been suspended since January after its chief executive was arrested for the alleged embezzlement of $4.6m.
But while these two large companies have attracted the most publicity, scores of smaller Chinese companies listed on overseas bourses have also been running into trouble.
“尽管这些中国公司中绝大多数也许是正当的企业，但事实证明，它们当中有越来越多的公司存在显著的会计问题，或是存在明目张胆的欺诈行为，”美国证交会执法官路易斯•阿吉拉尔(Luis Aguilar) 4月在一个投资者论坛上表示。
The US is at the centre of the storm. In the past six months alone, more than 25 New York-listed Chinese companies have disclosed accounting discrepancies or seen their auditors resign.
“While a vast majority of these Chinese companies may be legitimate businesses, a growing number of them are proving to have significant accounting deficiencies or being vessels of outright fraud,” Luis Aguilar, an SEC enforcer, told an investor forum in Washington in April.
Most of these companies are small and slipped on to US exchanges in the past few years through reverse mergers, a practice that allowed them to bypass the scrutiny of an initial public offering.
Nasdaq and NYSE Euronext have halted trading in the shares of at least 21 small and micro-cap Chinese companies in the past year, and kicked five of them off the exchanges.
Facing an outcry from investors, the SEC has begun investigating these companies as well as the network of US auditors and middlemen who marketed them to the public. But the SEC has been hamstrung by a lack of co-operation from regulators in China.
2007年在德意志银行(Deutsche Bank)和高盛(Goldman Sachs)安排下在纽约进行首次公开发行、募资2.1亿美元的中国软件公司东南融通(Longtop)，上月被其审计机构德勤(Deloitte)指控存在“非常严重的缺陷”，包括伪造其银行对账单。东南融通表示，已展开一项内部调查。
Investors have become increasingly worried about whether they can take the financial accounts of many Chinese companies at face value.
Longtop, a Chinese software company that raised $210m in 2007 via a New York IPO organised by Deutsche Bank and Goldman Sachs, was last month accused by its auditor Deloitte of “very serious defects”, including faking its bank statements. The company says it has begun an internal investigation.
As the cases mount, many investors have been dumping foreign-listed Chinese stocks. They fear further price declines or, worse, being unable to sell their shares due to trading halts.
但是，对一些个股来说，潮流可能正在逆转。在纳斯达克上市的中国肥料生产商永业国际(Yongye International)就是一个突出的例子，该公司股价上月大跌20%，原因是总部位于美国怀俄明州的对冲基金Absaroka Capital Management指控其欺诈。
A Bloomberg index of US-listed Chinese reverse-merger stocks has tumbled almost 40 per cent this year, losing more than $10bn in market value.
But for some individual stocks, the tide may be turning. A striking example is Yongye International, a Nasdaq-listed Chinese fertiliser producer that last month plunged 20 per cent after being accused of fraud by Wyoming-based hedge fund Absaroka Capital Management.
Yongye defended itself against the allegations, and last week Morgan Stanley’s Asia private equity arm injected $50m into Yongye, calling it “an exceptional company”. The move triggered a 40 per cent surge in the group’s share price, hammering short-sellers who had taken the opposite position.
Violet Ho, head of China for Kroll, the private intelligence agency, says the majority of Chinese companies listed overseas are fundamentally sound, even if they sometimes fall short of US disclosure and corporate governance standards.
But she warns that there are also cases of deliberate deception, where entire businesses are elaborate fictions. Just as with Enron and Bernard Madoff, fraudulent Chinese companies can be market darlings for years before being rumbled.
2011-06-08 10:32 编辑：典典