关键词: 外方技术控制；研发投入；技术创新能力；&ldquo, 合资-亏损-并购&rdquo

Abstract:  In 1990s, the establishment of a joint venture is the main form for the foreign capital to enter the Chinese market. On the one hand, it was closely related to the strategic planning of the multinational enterprises. On the other hand, the Chinese government did not want the momentum of attracting foreign capital to be too excessive. Therefore, entering Chinese market in the form of sole proprietorship has been strictly restricted, and Chinese government put forward the slogan of "exchanging market for technology", and great policy encouragement has been given to the forms of joint ventures and cooperation. In some industries, there were strict restrictions on the proportion of equity between Chinese and foreign investors in joint ventures. However, our government has neglected the possible dynamic changes in the ownership structure of multinational enterprises. In fact, we can see from the practice of overseas investment of Japanese enterprises that when multinational enterprises enter the unfamiliar host market for the first time, especially in the developing countries market, they tend to take a cautious attitude towards holding in the initial stage, and tend to adopt a small shareholding strategy. But with the gradual familiarity and adaptation to the host country’s environment, the trend for multinational enterprises to increase their capital and expand their shares until they fully hold the investment will gradually emerge. It is with the objective of "exchanging market for technology", China opened up the national policy of introducing foreign investment. However, the reality showed that the "exchanging market for technology" policy has not obtained their target that the Chinese government expected. What’s more, it even brought the danger of "joint venture-conspiratorial losses-merger & acquisition" to Chinese business. The "joint venture-conspiratorial losses-M&A" risk is a gradual process. In fact, to take part in the Chinese market more easily, the foreign enterprises need Chinese corporations to act as springboards, which means first they build JVs with Chinese corporations with some plan and after that, they take methods to harm the interests of the Sino-foreign joint ventures on purpose until they can acquire the Sino-foreign JVs without high cost. That is, they can accomplish their purpose of sole proprietorship of the joint ventures. The "conspiratorial loss" strategy brings difficulty for Chinese enterprises to learn advanced technology from foreign corporations. Though Chinese enterprises have paid high transaction costs and learning costs, they failed to achieve their desired results.
Both theoretical research and practical experience at home and abroad show that joint venture is only a form of strategic alliance among enterprises, and it is unstable in itself. Alliance is not the ultimate goal of an enterprise, but a method and means to maximize its own interests. China cherishes the hope of learning foreign advanced technology through joint ventures. However, in fact, the foreign side will not easily transfer technology and knowledge, but will adopt technology control and other means to prevent technology spillover. The foreign side may even intentionally consume the resources which the joint ventures need to enhance its technological innovation capability, or secretly transfer and monopolize the research results of its investment, so as to weaken the technological innovation capability of the joint ventures and facilitate it to obtain the final control of the joint ventures. The bad outcome of Sino-foreign joint ventures is often the result of the well-planned implementation of technology control by foreign parties.
The transition from "joint ventures" to "merger and acquisition" in the Sino-foreign JVs reduced the market space and benefit of Chinese business, and at the same time, threatened the target country’s industrials safety. It also caused bad effect to the host country’s national economy by hampering the economy’s healthy and orderly development. The decline of financial performance of the joint ventures is the main manifestation of "loss", but this "loss" is also reflected in the innovation performance of Sino-foreign JVs. The multinational corporations’ technoloy control over the joint ventures and the damage to their technological innovation capability by using their technological advantages is the main reason why joint ventures are helpless when facing " conspiratorial losses". We can draw a conclusion that technology control should be the most key means for the foreign enterprises to employ "conspiratorial losses". With the employment of technology control, the foreign corporations can on the one hand, impose strict technological blockade on the Chinese business to stop the spillover of their own knowledge, thus resulting in the Sino-foreign JVs’ rely on the foreign side. And on the other hand, it can bring great influence on the strategic decision-making and final performance of the joint ventures because of their right of making decisions and the power of using the technological investment. And with this method, the development of technological innovation ability of joint ventures has also been greatly damaged. Thus, it made it easy for foreign parties to manipulate the development trend of the joint ventures and promote the path change of "joint ventures " to "merger and acquisition". That means the Sino-foreign joint ventures’ risk of being taken over increased. 
Although many scholars have realized the application of technology control in the process of "joint venture-conspiratorial losses-M&A" transfer, most of them stop at theoretical analysis and we still need relevant empirical research to prove it. This paper empirically studies the relationship among foreign technical control, joint venture’s R&D investment, the technological innovation ability of the Sino-foreign JVs and the risk of the joint ventures being taken over with the panel data based on 2005-2007 year’s Industrial Enterprise Database. The results show that the foreign enterprises can hinder the improvement of the technological innovation ability of the joint ventures through technology control, thus increasing the risk of their being acquired; joint venture’s R&D investment will promote their technological innovation capacity, but at the same time increase their risk of being acquired; the weakening of the joint ventures’ technological innovation ability may significantly increase the risk of their being acquired. The research conclusions of this passage can play a positive role in the formulation and implementation of China’s relevant policies and the practice of attracting foreign investment.

Key words: foreign technical control, R&D investment, technological innovation capacity, joint venture-losses-M&A