1、中文 3240 字 ,1900 单词， 10500 英文字符 出处： Wonglimpiyarat J. The influence of capital market laws and initial public offering (IPO) process on venture capitalJ. European Journal of Operational Research, 2009, 192(1):293-301. 文献 The influence of capital market laws and initial public offering (IPO) process o
2、n venture capital1 Jarunee Wonglimpiyarat The National Science and Technology Development Agency, Ministry of Science and Technology, 111 Thailand Science Park, Paholyothin Road, Klong 1, Klong Luang, Pathumthani 12120, Thailand Abstract This paper is concerned with the influence of capital market l
3、aws and initial public offering (IPO) process on venture capital. It discusses the impact of US federal state laws and Securities and Exchange Commission (SEC) regulations to the venture capital markets, arguing if the rules and regulatories are burdensome to entrepreneurs and new-growth businesses.
4、 The impact of Sarbanes-Oxley Act and the future Investment Act on venture capital funds and entrepreneurial companies going public are also discussed. The paper proposes the model of venture capital financing describing the process from fund raising to investment exits, the linkages of the venture
5、capital market to the financial/capital markets and the related capital market laws. The policy implications on SEC regulations essential to the development of venture capital industry are suggested. Keywords: capital market； Securities； entrepreneurship； regulated industries；law 1.1. The relation o
6、f venture capital funding and the capital market Venture capital (VC) is a high-risk, potentially high-return investment to support business 1 European Journal of Operational Research Volume 192, Issue 1, 1 January 2009, Pages 293-301 creation and growth. It is a source of funds that typically finan
7、ce new and rapidly growing companies through equity participation (Bygrave and Timmons, 1992 W.D. Bygrave and J.A. Timmons, Venture Capital at the Crossroads, Harvard Business School Press, Boston, MA (1992).Bygrave and Timmons, 1992 and Gompers and Lerner, 2001). In other words, VC is pre-IPO equit
8、y capital provided by professional investors. The concept of modern venture capital is defined by Megginson (2002) as a professionally managed pool of money raised for the purpose of making equity investments in growing private companies with a well defined exit strategy. Venture capital markets are
9、 of particular interest to policy makers since this type of financing is used to fund Hi-Tech companies with the high growth potential in order to draw investments into the local economy. Given that innovations often follow a life cycle, Fig. 1 shows the funding requirement linked to the stages of t
10、he innovation process in the life cycle. At the seed, start-up and early stages, the entrepreneurial firms are generally funded by families and venture capitalists. Some venture capitalists focus on later-stage investment to help the companies grow to a critical mass to attract public financing thro
11、ugh a stock offering. Through these investments, investors generally acquire an equity and/or security that can be convertible into equity in the target company. One of the key factors cited in the success of venture capital markets in the US has been the presence of a viable exit method (Black and
12、Gilson, 1998). The development of capital markets e.g. NASDAQ, Regional Stock Markets, New York Stock Exchange (NYSE), American Stock Exchange (AMEX) plays an important role in the success of venture capital markets in the US, given that initial public offerings (IPOs) offer a quick exit for the inv
13、estor. The study of factors determining the growth and development of venture capital markets carried out by Jeng and Wells (2000), based on statistics from 21 countries, concludes that the growth of venture capital markets is influenced by size and liquidity of a nations stock markets. In the ventu
14、re capital industry, bringing a company public is a signal of success for the venture capital fund backing the issuing company (Gompers, 1998, Gompers and Lerner, 1998, Gompers and Lerner, 1999, Gompers and Lerner, 2001, Black and Gilson, 1998, Jeng and Wells, 2000, Lerner, 1999, Lerner, 2002, Barne
15、s et al., 2003 and Hellmann, 2000). Initial public offerings (IPOs) are seen by investors as the best exit mechanism to obtain a return. According to the conventional financial theory, the return required by a rational investor is influenced by the risk of the investment project and the return on le
16、ss risky investment alternatives. IPO seems to be the most attractive option to liquidate an investment as valuations can be highest in a liquid stock market. However, the market for venture capital investments is far from perfect market (Brealey and Myers, 1996, Wright and Robbie, 1998 and Black an
17、d Gilson, 1998). Most venture capitalists and investors are risk averse. They see that the major risk is the risk of not getting their money back from an investment and therefore prefer to invest in profitable businesses. Fig. 2 shows the two sets of indifference curves slope upward to reflect the E
18、(r) preferences of the two different risk averse venture capitalists. Underlying portfolio theory, all combinations of risk, , and return, E(r), along an indifference curve gives the venture capitalists the same level of satisfaction. Since new entrepreneurial companies are risky prospects, the venture capitalists will demand higher rates of return (risk premium) for making investments (Makens, 2004 and Bodie et al., 2005). However, the high yield requirements are frequently incompatible with the growth potential of the preponderance of small issuers.
