中國股市會不會水至清則無魚?

Fifteen years ago, as the head of China research at UBS, I was threatened by two Chinese companies listed on the Hong Kong Stock Exchange. One of the two, Greencool Technology, sued me and my employer for libel. The other, Euro-Asia Agricultural Holdings, was equally threatening. I had written negative researchon both companies, and their stock prices had tanked as a result.

15年前，當我擔任瑞銀(UBS)中國區研究部主管時，我受到了兩家在港交所(HKEx)上市的中國企業的威脅。其中之一的格林柯爾科技(Greencool Technology)以誹謗罪名起訴我和我的僱主。另一家歐亞農業(Euro-Asia Agricultural Holdings)也同樣來勢洶洶。此前，我撰寫了不利於這兩家公司的研究報告，它們的股價由此大跌。

Within two years, both companies, which boasted market values of billions of dollars at their peak, had gone bust. And then the chairmen of the day — Gu Chujun of Greencool and Yang Bin of Euro-Asia — were put behind bars in China.

不到兩年，這兩家在頂峯時市值曾達數十億美元的公司都崩盤了。接着，兩家公司的董事長——格林柯爾的顧雛軍和歐亞農業的楊斌——都在中國鋃鐺入獄。

Was justice served? No — at least, not completely. Both chairmen were punished for their criminal offences. But in neither case was their fraud in the capital markets mentioned, let alone punished. The large numbers of investment bankers, auditors, directors, corporate executives involved have escaped proper scrutiny. Worst of all, neither the relevant government departments nor the public have learnt a lesson.

正義得到伸張了嗎？沒有，起碼沒有完全伸張。兩名董事長的刑事罪行受到了懲罰。但兩案均未提及他們在資本市場的欺詐行爲，更不要說依此處罰了。牽涉其中的大量投行家、審計師、董事和公司高管，都逃脫了恰如其分的追究。最糟糕的是，不論是相關政府部門還是公衆，都沒有從中吸取教訓。

To me, sleepless nights were not the only damage I suffered from the case. I have endured censure from many of the hundreds of retail and even institutional investors. They blamed me for their financial losses: had I not raised questions about these troubled companies, they might have unloaded the stocks in good time and in doing so booked tidy profits — or so they argued. Many questioned my motives; some even asked whether my employer held short positions in the shares, meaning it would benefit from plunging prices.

對我而言，失眠並非這些案子對我造成的唯一損害。我受到數百散戶甚至機構投資者中許多人的責難。他們譴責我讓他們虧了錢：若不是我對這兩家有麻煩的公司提出質疑，他們或許來得及賣掉股票，藉此斬獲豐厚利潤——至少他們是這麼聲稱的。許多人質問我的動機何在；有些人甚至問，我的僱主是否正在做空這兩隻股票，意思是瑞銀將受益於股價下跌。

In those days, despite the high-profile court cases and widespread media coverage of my role, no government agency ever asked me about my doubts regarding the two companies. They never inquired about the investigative field trips — to check out whether, say, certain factories were indeed producing the widgets they said they were producing — that sparked my concern. I was largely left to fend for myself. Having become known as a “black mouth” — someone who calls public attention to corporate wrongdoing — I received strange, sometimes hostile, stares of recognition on the streets of Hong Kong and big Chinese cities.

那段日子裏，儘管法庭審案引起不小轟動，媒體也對我的作用做了廣泛報道，但沒有一個政府部門向我詢問我對兩家公司的懷疑。他們也從未詢問我的現場調查之行（目的是查清一些事實，比如說有些工廠是否正在生產他們號稱在生產的新產品）。這讓我感到擔憂。我基本上只能依靠自己爲自己辯護。人們把我稱爲“黑嘴”（呼籲公衆關注公司不當行爲的人），在香港和中國大城市的街頭上被人認出時，有些人會用奇怪、有時滿懷敵意的目光瞪着我。

My employer, UBS, was one of my few sources of support. It not only funded my legal bills but also allowed me to continue in my job. My colleagues in the equity sales, wealth management and investment banking departments also faced negative comments from customers, including rich individuals, fund houses and corporate clients.

支持我的人不多，我的僱主瑞銀是其中之一。瑞銀不但爲我支付了打官司的費用，還讓我繼續任職。我在股票銷售部、財富管理部和投資銀行部的同事們也面對着客戶（包括富人、基金公司和公司客戶）的負面言論。

Today, I am the chairman of a company that is publicly quoted in Hong Kong, and I sit on the boards of others. Laws and rules for public companies and their directors are clear, if tedious. But in my view there is still far too much tolerance in the government and among the Chinese public at large about illegal and improper behaviour in the capital markets.

如今，我是一家香港上市公司的董事長，也是其他多家公司的董事。規範公開上市公司及其董事的法律和規則寫得明明白白（即便有點繁瑣沉悶）。但我認爲，政府和中國公衆對於資本市場上的違法和不當行爲還是太寬容了。

Everyone seems to agree that stealing money is both a crime and ethically wrong; yet when it comes to stealing money from crowds (the market), or from a large number of strangers (again, the market), our moral judgment is somehow less clear if we are not the direct victims. Even when we are the victims, the sense of grievance fades very quickly. Illegal and improper behaviour is sometimes even admired as financial engineering or deft use of ingenious skills.

似乎所有人都認同，偷錢既犯罪，又缺德；然而，如果是偷衆人（市場），或者大量陌生人（又是市場）的錢，而我們自己不是直接受害者的話，我們的道德判斷就有點不那麼明確了。即便我們真是受害者，委屈感也會很快消失。違法和不當行爲有時甚至受到人們的敬佩，認爲那是金融工程或高超技能的運用。

When large numbers of people throw rubbish in the street and we tolerate it, we should not be surprised to find that our streets are as dirty as they are. When polluters go unpunished, we must be prepared to live in a toxic environment — and we do. Likewise when the regulators clamp down on stock market manipulation, many in the public seem at best uninterested — with predictable consequences. When the anti-corruption drive began to unfold in China two years ago, parts of the business world seemed concerned mainly about a negative effect on the health of the economy. They invoked the old saying: “If the water is too clean, you will not catch any fish”; or, to put it another way, the creatures will survive only in “muddy waters”. The inference is: “Do not be too hard on crooks or corrupt officials. Do not be too strict on friends. No one is perfect.”

當很多人往街上倒垃圾，而我們容忍這種做法時，我們發現街道很髒就不應感到驚訝。當排污者得不到懲罰時，我們必須準備好居住在有毒的環境裏——目前我們確實如此。同樣，當監管機構打擊股市操縱時，許多公衆似乎往好了說是不感興趣。當中國兩年前發起反腐敗鬥爭時，商界有些人似乎主要擔心反腐對經濟健康的負面影響。他們援引古諺：“水至清則無魚”，換言之，生物只有在“渾水”裏才能生存。按此邏輯，結論就是：“不要對騙子或腐敗官員太狠。不要對朋友太苛刻。人無完人。”

Corporate governance has greatly improved in this part of the world in the past 15 years. But in my judgment there is still much more the regulators can do. Some kinds of wrongdoing in the capital markets are almost public knowledge. The only thing the government needs is more resources, more talent and more determination. A market overseen by tough regulators benefits all.

過去15年裏，亞洲上市公司的治理水平有了很大提高。但我認爲，監管機構還有很多工作可做。資本市場裏的某些不當行爲幾乎盡人皆知。政府需要的只是更多資源、更多人才和更大決心。監管者對市場實行嚴厲的監管，對各方都有好處。