Du Chao [1]
[Abstract] In order to meet the new situation, the changing economic environment for macro-control of real estate enterprises are facing under the current situation and problems, this small real estate development enterprises to the financial pressure was actively explored of dramatic changes in the macroeconomic environment of emerging under the conditions of financing and innovation, and put forward different companies, different projects and different stages of development financing proposals.
[Key words] macro developer funding chain financing
China's economy for many years continued, steady growth so that China's comprehensive national strength has been greatly enhanced, rapid economic development of the real estate industry has also been rapid development. soaring real estate prices in some areas, for the national economy can be healthy stability and orderly development, from the second half of 2003, the central implementation of macro-control on the real estate, land policy, financial policy, the purchase of mortgage interest rates and so a major reform, real estate development enterprises to market conditions, the development system, operation mode and transactions, great changes have taken place, thus, the real estate industry into the era of macro-control. The 2003 policy context since the main control point of view, the initial supply of land and real estate loans (2003, 2004), real estate prices (2005); medium is the commercial residential structures (2006); and housing (low-rent housing, August 2007). Recent times, the Government has to prevent the economy from overheating and overall inflation have adopted a series of tight monetary control measures, the real estate is the most sensitive to monetary policy, the industry, the impact is undoubtedly the greatest. to raise interest rates, raising the deposit reserve ratio of the market supply of funds, and to speed up low-rent housing, affordable housing and the construction of affordable housing, improve the proportion of buyers down payment, limiting the mortgage and specific measures such as hoarding is directed at real estate, the cumulative effect of more and more obvious.
a macro regulation and control for small and medium the challenges of the real estate development enterprises
1, access to land to raise the threshold, facing the embarrassment of development interrupted
land system because of the particularity of national macro-control makes the land become a tool for the real estate market. countries received the one hand close to the root, the market supply of rhythm control of land; the other hand, the way land is prohibited agreement to sell the land, following the full implementation of commercial land, bidding, auction hoarding behavior, regulate the land market order, and further tightening increase the cost and difficulty.
raise the threshold of access to land is also reflected in specific payment terms, etc., to small and medium enterprises had a great impact on real estate. to participate in the auction and the requirements of the land, for example, such as Shanghai New Jiangwan City D1 block land transfer document clearly states: foreign natural persons, legal persons, other organizations, their bank deposits at $ 100,000,000 over the same period over; have to engage in the business registration, obtain a legal person or organization code certificate and business license, with a qualified real estate development, the domestic real estate development in recent years amount not less than 50 million square meters, registered capital of 2 billion yuan more than the same period, bank deposits of not less than 1.5 billion yuan, reputable companies, must pay another 50 million yuan bid bond. Such provisions are generally small and medium enterprises connected to the site have no chance to feel the atmosphere.
real estate industry is capital-intensive industry, the state's recent tightening of credit policy, the new real estate finance and tax policy for the development of corporate financial strength and financial capacity of a higher demand. Government to achieve the unified planning, comprehensive development and supporting the construction of scale, tend to take a substantial transfer of land as a whole, which makes the required threshold of greatly increased strength of the enterprise. In addition along with the continuing hot real estate market in China, strength of the large group and foreign investment have entered a new round of competition of real estate enterprises, small and medium enterprises in the project development of real estate and urban development process, is bound to encounter large-scale real estate enterprises and emerging domestic and international competitiveness of enterprises, and with the national regulatory policies, especially the increasingly tight land policy, the development situation of severe competition among enterprises, the regional real estate market competition becomes increasingly fierce. many did not have a land bank of real estate development companies, is facing severe funding challenges, while also facing the development of out of stock embarrassment. Again, more businesses join forces for auction block the entry of small and medium enterprises. substantially block the auction of the bidding companies high standards of qualification requirements, high margin and strict bidding high standard payment terms, leading many to bid Enterprise Group formed a consortium together to bid. so nearly two years, large parts of the development value of land resources is basically for domestic access to a few large developers.
2, to raise the threshold of corporate finance, capital demand gap tight
Since 2003, the state of the real estate industry has adopted a series of macro-control policy. in the real estate under the influence of macroeconomic and financial policies, the real estate industry, the threshold of a gradual increase of bank loans, loans from the bank developers gradually increase the difficulty of large, single-financing constraints have become the bottleneck of the development of many real estate companies to .2003 30%; and commercial banks can only buy the main structure has been capped for individual housing loans granted as personal housing loans .2004 strictly controlled real estate development, project its own funds to 35% .2005-2006 years, two countries that issued a series of control combination of boxing, in the monetary policy four times on the one hand, raising the deposit reserve ratio; the other hand, eight countries and in fifteen countries are clearly strictly .2007 credit conditions in real estate development, the central bank raised six deposit and lending rates, ten times raising the deposit reserve rate to 14.5%; 5 December the same year the Central Economic Work Conference closed on a clear monetary policy from the amount of new loans in 2008, the Bank shall not exceed the actual loan amount in 2007. The 2003 Next, tighten the cost.
2008 年 5 28, the China Real Estate and Housing Research Association, composed of China Real Estate Assessment Center released the to get the land out of the market, two percent of real estate companies will be swallowed due to financial crisis, the three into a business struggling to survive, only two percent of the real estate business can live peaceful life. From a macro point of view of data, the Chinese real estate company on funding gap of six months up to 4,000 yuan, equivalent to one year's total real estate investment required 1 / 5. from the specific point of view of market behavior, a number of real estate financing at any cost. real estate financing cost interest rate of up to 20 % to 30% of the financing of numerous cases. usurious lending practices that spread into the real estate business have forced a corner, they resort to high-interest financing harm than good.
3, the plight of small and medium real estate finance business itself
general Large room rate, with its financial strength and reputation, can be listed and issue bonds for financing, but the small and medium real estate companies, as far from meeting the conditions listed or issue debt, or rely mainly on bank loans of the channel, financing channels, resulting in a single high rate of corporate assets and liabilities. This will inevitably affect the company too much credit debt, increasing the financial cost of its operation the project so that profits decrease or loss phenomenon, almost spared to small and medium real estate companies running into a vicious cycle of capital, and even trigger a chain reaction of negative effects. mortgage loans as small a basic form of real estate corporate finance, but because of its loan conditions are harsh, most of the enterprises to obtain funds through such means are very limited, it is difficult meet the financial needs of enterprises; Second, in our current financial system to serve primarily small and medium financial institutions that originally developed to lag, coupled with the current state to strengthen the control of the real estate business credit, small and medium enterprises are difficult to achieve the real estate bank lending conditions from banks financing more difficult.
4, corporate earnings compression, tension further exacerbated
capital since 2005, the state began to use tax measures to control the real estate market, but the impact on the development of enterprises significantly since the introduction of the 2006 series of tax policy. to the State Administration of Taxation issued income tax return, the notice State Council on Revising decision unified standard for the follow-up to add a portfolio of this series of tax policy, essential to the development of each of their own interests, if strictly implemented, a large number of small and medium enterprises are facing out the possibility of the development.
Second, small and medium development means of corporate finance and innovation in the increasingly serious
financing environment, how to find their own financing channels for enterprises, small and medium real estate developers face is important and urgent task. in our 20 years of real estate development, Most small developers can not do without are also not left bank financing to support small and medium enterprises have formed a general development financing: the land use right mortgage loan is a real estate corporate finance one of the main ways to obtain loans; developers from has property (fixed assets or other securities, proprietary technology and other tangible and intangible assets and foreign investment in the formation of the equity) to obtain bank loans mortgage; In addition, real estate developers, through their own authorities, parent company guarantee, or designated by the higher authorities of other economic entities to provide their own security, but also by their own affiliates to provide guarantees for bank loans. in the face of banks to increase financing requirements, the Government to increase pre-conditions, can not be compared with the means of financing good fast solution to the current looming financing problems for SMEs. Therefore, we must find new ways on the one hand banks to conduct business with financial innovation, and actively explore various means of financing, on the other hand, SMEs themselves should be actively seeking other ways, from the addition to bank financing to take place outside, using a wide range of means to raise funds for their businesses to win more money.
With the constant tightening of bank loans to bank loans as the main financing channels of real estate development enterprises generally face intense financial pressure, and now real estate development enterprises urgently need to find new financing channels for the real estate industry to promote stable and healthy development. In order to seek a breakthrough to achieve a breakthrough, small room real estate business must not stick to the traditional financing model, find their strengths, develop their own financing strategy and take the large-scale real estate enterprises with different financing roads. At present the emerging capital market financing has the following main areas:
1, limited equity financing and management of risk capital to solve the contradiction between the right. real estate developers to change the borrowing, by selling part of the shares, so that funding to hold a party to the real options, it will undoubtedly reduce the private financing to fund the risk of one party. But financiers do not want to funders, like shareholder intervention as a real project management, management. the new : limit the voting rights of party funding, excluding capital projects may be worried about shareholder intervention.
2, restricted use of the funds equity financing to solve the difficult problem of expired Divestment. real estate developers in the use of funds want to return the funds after the expiration of , and refused to accept the money to fund, hopes to continue to hold equity, the resulting Divestment hard. Under the new revised capital, shareholders are entitled to priority in accordance with the proportion of capital contribution paid subscription. However, the agreement is not in accordance with the investment of all shareholders get dividends in proportion or not the priority of subscription in accordance with the proportion of investments other than prior agreement, to cancel the dividend to fund the right side, thus forcing the parties to provide funds to recover the capital and income in the case in accordance with the agreed divestment.
3, the highest yield bank interest rate cap may be exceeded. civil lending rates are often restricted bank lending rate four times in the same period the maximum amount, under the new revised Bank lending rates four times in the same period the restrictions, with more flexible regulation of space, thus mobilizing the enthusiasm of party funding.
With the increase of macro-control efforts, the credit crunch so that the original financing of small and medium enterprises face more severe financing environment. In this case, the property market in the equity financing for SMEs to become an NINETOWNS Properties Limited market will sell 20% shares to a private enterprise. According to the data show that the first half of 2008, the real estate business through the Shanghai property market to achieve equity financing transactions, 116, turnover reached 8.958 billion yuan over last year nearly Liu Cheng. in the implementation of equity financing, while equity market for private capital to provide a new area of investment. Vanke leading enterprises in real estate industry consolidation is also hoping to seize the development opportunities brought in an equity financing during the year 2008.
limited equity financing is the new bring about new opportunities, many private housing prices began to finance, in the Jiangsu and Zhejiang, the Pearl River Delta and other areas of strong private capital, the real estate market, the release of a new channel for private capital, a large number of private capital into the real estate market started to broaden the development developers, especially small and medium business financing channels, to a certain extent, solve the funding problems of small and medium housing prices, while private capital market actively, and also shows the capital market for the real estate market is expected to have a good prospect for real estate break the ice and pick up the market to play a more active role, also can enhance market confidence.
(b) of the Trust Finance
China Banking Regulatory Commission document 212 provides: loan application developers (that lenders trust scheme) must be unique advantages of financial instruments, one has great flexibility in financing the trust, you can own real estate business operations for the specific project design requirements and personal trust products; Second, there is much room for innovation, is a combination of financing, financial innovation the core. through real estate trust, develop businesses can get from the Trust and Investment Corporation Trust loan. Property Trust financing scheme can reduce the overall cost of financing real estate companies, financial cost savings, greater flexibility and time is conducive to the real estate business continuity development, improve the company's assets-liability ratio is not the case of corporate structure can be optimized. Once trust scheme, the project started to bank lending conditions, the repayment of Trust loans, bank loan funds to use for project construction. the Housing mortgage real estate trusts are trusts, equity trusts and combinations trust.
mortgage trust is the main mode of raising the real estate trust to operate the property or equity security. mortgage loan trust is a type of trust fund debt, is the trust parties to pledge property of a company funds the basic loan guarantees or equity real estate trust products issued, will raise the funds available to real estate companies. the kind of trust to raise the trust funds is not intermediation, supervision by the trust .
equity investment trust is a class of equity investment trust and investment companies the way to the use of trust funds, a real estate company shareholders, according to equity ratio for return on investment, increase their capital, to enable enterprises to bank financing conditions, but enterprise management is decentralized. a well-known enterprises in Guangdong, a housing project two years ago to obtain financing from Deutsche Bank to give 70% foreign equity in return, and then each year a certain percentage of shares repurchased, with the part of the shares development proceeds as the premium paid to foreign financing, both to ensure the chain of project development funds are also to keep the project equity. This financing model, it is a land of small and medium enterprises learn from real estate prices.
combination of trust: than equity financing, it can take a fixed interest rate debt means the debt on the equity benefits of the human body emerged; from equity point of view, which is higher than debt, reflecting the advantages of equity. mezzanine financing has high flexibility, the advantages of low threshold, according to the specific circumstances of the real estate business to design, equity will go to meet the loan conditions after the bank loan. mezzanine financing of the project requirements are relatively low, four cards are not required to complete the equity investors control requirements are relatively low, not the depth of participation to management.
(c) real estate listing and financing
sustained macro changes in the domestic real estate development enterprises orbit, credit crunch, increased competition, real estate giant expansion accelerated the influx of overseas capital, and many factors that make the development of diversified financing as the only way for the development businesses. domestic real estate finance and corporate finance model is facing a major upgrade, in many modes of financing, public financing dream become a preferred target of many developers. But for the country five million more than real estate development enterprises, listed companies will honor less than 1%. currently listed real estate companies, including three paths: the domestic IPO (initial public offerings), foreign IPO and reverse merger, in the current macro-control and the complex environment of capital market development, the room rate listed on the road both opportunities and challenges.
1, Shanghai and Shenzhen domestic IPO
currently has more than 1,500 listed companies, and real estate listed companies only a hundred more than, the only real market more than 40 IPO, and are mostly listed in the 1991-1994 real estate macro control In 1994, the building department does not encourage the financing of real estate companies listed on China Securities Regulatory Commission decided in 1995 be withheld from the public to accept applications for real estate development companies; 2001 restored the domestic capital market real estate companies IPO, only the Network Po industry, the Golden Group, the Kaaba development, construction of a small number of Qixia state-controlled enterprises began to IPO.2005 tradable share reform and broker management, the stock market radiate vitality, but the IPO for real estate business does not seem to lift the restrictions, mainly because the central macro-control goal is compressed overheated real estate investment in two private rooms .2007 enterprise development and Guangyu Group Rongsheng successful listing of the road, the plan needed in the Mainland IPO financing of private enterprises have a good reference experience: the development direction of enterprise product lines and closely linked with the policy guidance, first stage the direction of the central advocate of ordinary housing, especially small and medium size, low price of residential, companies should deliberately reserves and the development of such projects; the second is focused on macro-control of the regional first-tier cities and other prices too fast growth hot city, the Midwest, the second and third tier urban development, foreign enterprises should be expanded and the layout of a guiding ideology. but the state's strict examination and approval of listed companies, SMEs on weaker, IPO is not a easy way.
2, overseas IPO
2006, the Hong Kong main board to attract 39 Chinese mainland enterprises, the Main Board of Singapore, 24 Chinese companies were absorbed, the Nasdaq six finance business success in China. As the domestic IPO for real estate companies are more limited, the threshold is too high, the lack of background of small and medium private enterprises and government housing support, part of the room rate options outside IPO, most of which has chosen Hong Kong IPO, but to take a more red-chip mode.
Hong Kong IPO right of approval by the Stock Exchange of master criterion is to determine the ability of the business capital markets IPO, examine the application and the industry companies are expected to have a good development and profitability, short listing process, the promoters shareholding can flow, the opportunity to refinance more domestic enterprises to go public housing will be relatively high success rate. red-chip listing is incorporated in the overseas holding company (including Hong Kong, Bermuda or the Cayman Islands), as a listed individual apply for issuance of red chips listed on the controlling shareholder of the shares in the 6 months after the listing can flow more flexibility in the listing. domestic private enterprises listed overseas, the general mode of operation is based on his own name in the Cayman Islands, the Virgin, Bermuda and other places the establishment of SPV (special purpose), then domestic equity or assets of the SPV company to increase their investment, and the acquisition of the assets of domestic enterprises, and to SPV in the name of the company listed overseas.
3, backdoor listing
Although IPO backdoor listing as beneficial to the financial cost of backdoor pay less than the cost of borrowing, and can transform into a public company through the optimization of management structure and management capacity, and expand the influence of the brand, increase their credit rating. According to statistics, the domestic stock market in the 50 % of private enterprises are the backdoor listing, real estate companies will, too. enterprises backdoor way off the main acquisition or non-tradable shares transfer agreement, in its based on net assets per share plus a premium, then the reference in the financing secondary market price, the formation of low shell, the high cost of financing cycle. backdoor listing and the IPO, it has a short time, the process of fast and low cost, many enterprises are an important way to market. But backdoor listing greater risk of hidden, because most of the shell company belonging to poor management, heavy debt, corporate governance chaos, to find a more difficult issues, such as too complex corporate restructuring, management, staff pay and corporate culture, making the shell companies have great expectations of the allotment or issuance of new shares to become out of reach.
backdoor listing companies need to have a higher net worth rate of return, so as to make the real estate business with strong growth potential of their business, to effectively improve the original hard shell companies to overcome the problem of self, driving up housing stock, bring significant benefits for both sides. Second, even if the enterprise has the shell's strength, as far as possible to market to avoid risks, such as the backdoor process of financial and legal risks in the process of backdoor listing the risks and other secret operations. Another shell in the search and selection company, real estate companies should pay attention to the following factors: (1) the smaller the share capital, the smaller the amount of funding required for acquisitions, the lower the cost; (2) equity more dispersed shareholder ownership percentage is not high, the more likely success of mergers and acquisitions; (3) equity flow The stronger, the higher acquisition frequency and success rate; (4) equity poor structural stability, liquidity, dominant shareholders; (5) The higher rate of insider ownership, the acquisition of the greater difficulty.
(d) entrust loan < br> loan facility is commissioned by government departments, enterprises, institutions, other financial institutions as the principal funding from the trustee (bank) loans determined under the principal object, purpose, amount, term and interest rate paid on his behalf and help to recover the loan, the loan principal and interest by the borrower under the central bank lending rate in consultation uniform. Entrusted loans among the banks rather than the bank's self-service business, such as the threshold is low, and easy to operate, the bank as an intermediary to charge a fee, take the bypass, communication and risk management responsibilities. applicable to the financing at all stages of project development, but relatively high rates of consultation funds, the use of entrusted loans financing more than a temporary transitional in nature. There are more government agencies and enterprises such as public companies and monopoly utilities have surplus funds, entrusted loans of these surplus funds can be transferred to a shortage of funds industry. operating surplus is the difficulty funds to find and price negotiation.
entrusted loan discount is a financial innovation entrusted loans, funded by real estate developer, commissioned by commercial banks to buy their houses who entrusted loans, subsidies for certain period of time by developers interest. It is different from mortgage loans, mortgage loans without conditions, to make up for the 121 documented financiers and financing requirements of its home bank will finance their own funds into the designated bank account funded parties themselves, taking large deposits or certificates of deposit, or large deposits confirmation confirmed the custody of the book alone, due funding side by the hands of the credentials of the principal and interest unconditionally extraction; financiers pursuant to the bank loan application and must pay the discount to the funds a provider of financial behavior. SMEs to obtain financing for fast direct deposit, in the project market research, project planning and feasibility study stage to ask the bank to early intervention, to absorb the views of banks and enterprises and banks took the initiative to the specific circumstances of the project, prompting banks to have confidence in the project's development prospects.
(e) overseas investment overseas funds
the source and into the way include: overseas, the mainland real estate fund to buy real estate; foreign banks, funds a variety of ways through the Trust for Mainland enterprises to provide loans to real estate investment or direct investment; Hong Kong's direct investment in real estate funds .2002 the abolition of the domestic housing and the difference between export house, the outside institutions and individuals to invest in China's real estate industry is no policy restrictions.
current overseas investment in domestic real estate fund most of the larger real estate companies selected, and on their projects, reputation, financial review, and strict requirements high. Hong Kong real estate investment trusts (REITs) Link listed in November 2005, and was allowed to invest in real estate projects outside Hong Kong, Hong Kong, mainland enterprises can go through the financing of the Fund . There are also many foreign investment funds such as the small number of European private funds, listed companies, wealthy individual investors, because of the lack of local market attractive investment opportunities, which involve China hopes the real estate industry. The small and medium real estate companies smaller project size and more flexible mode of operation, small-scale investment funds to meet these requirements. small and medium enterprises in a short time room pressure and small-scale capital investment funds to achieve docking, but the side with the funds existed in the negotiation process many non-professional intermediaries, leading to reduced confidence, so as a financing platform for the professional real estate investment management company came into being. them to the real estate business and fund-raising projects to provide comprehensive services to industry professionals by means of information and investment analysis projects for overseas investors to provide the legal, financial and commercial aspects of the information, and in the short term to complete the project evaluation and investment analysis files, reduce the small and medium enterprises and overseas investment funds housing the communication link between the speed up the negotiation speed.
(g) Private
, and the publisher have close business with companies, individual investors and foreign investors a way of offering securities. private do not apply to securities regulatory authorities issued registration procedure is simple, rapid funding, which can save time and up release issued costs. but poor mobility, capital costs are relatively high. Limited number of shareholders because of restrictions on the number of private equity can not be too much, can learn from the starting point of the trust the amount of the commission. private equity investment funds as investment options can be limited by the design drawing, in private instructions on the contract and articles of association do a good job description.
private financing is becoming the new channels for corporate finance, as the market will further expand the development of .2002 only the amount of private equity to foreign investors as high as several billion dollars, Domestic investors have also substantially increased investment by private channels. private equity is a more attractive financial ...
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