三道红线政策是监管部门推出的房地产企业资金监测和融资管理规则，直接影响到企业的再融资能力，因此影响企业的发展甚至生存；企业必须通过一系列投融资动作和资本结构调节手段去满足监管要求。本文首先对资本结构理论和财务弹性理论进行了文献理论研究梳理，为房地产行业研究和案例研究提炼理论基础；其次对上市房企的投融资特点、资本结构优化手段进行系统整理，分析指出如何应对三道红线管控；最后对比研究了旭辉和阳光城两家典型上市房企从2019年末到2021年末两年内投融资和资本结构变化，从案例角度分析了三道红线对上市房企的影响。通过行业研究发现，上市房企可以从经营提效、缩减投资、增强合作、债务出表、股权融资、引入战略投资者、调整债务结构、分拆出售、投资性房地产增值和降低分红等多种方式优化资本结构和满足三道红线监管；但是上市房企融资行为受到各种条件约束，行业特点使企业没有办法实现理想状态下的财务弹性，也并不能根据啄序原则进行理论上的最优融资和资本结构最优。通过案例分析发现，出于业绩冲动等原因，旭辉和阳光城在三道红线管控政策实施之后都没有放缓投资节奏，而是试图通过其他方式满足监管要求，没有实现监管的本来意图。旭辉主要选择了加大合作杠杆来维持高速发展，合作杠杆可以有效调节合并报表以满足三道红线管控，但这种方式提高了母公司真实融资成本、隐藏了真实负债风险，对公司的长期影响尚无法定论。阳光城则主要选择了引入泰康系的战略投资，希望通过战略投资者资源来应对监管冲击，但最终被高昂的对赌条款所反噬，陷入危局。通过案例对比也发现，投资行为构成了企业资本结构质量的基石，是应对三道红线监管的前提；旭辉的资产质量明显优于阳光城，在应对监管方面的效果显著不同。回归本源来看，缩减投资和经营提效才是应对监管最根本的方式，其他方式都只能起到阶段性效果或锦上添花的作用。
Three red lines policy is the capital monitoring and financing management rules of real estate enterprises introduced by the regulatory authorities, which directly affect the refinancing ability of enterprises, and therefore affect the development and even survival of enterprises; Enterprises must meet regulatory requirements through a series of investment and financing actions and capital structure adjustments.This paper first summarizes the literature theory of capital structure theory and financial elasticity theory, and refines the theoretical basis for real estate industry research and case studies. Secondly, the investment and financing characteristics and capital structure optimization methods of listed housing enterprises are systematically sorted, and how to meet with the three red lines regulation is analyzed; Finally, the changes in investment, financing and capital structure of two typical listed housing companies of Xuhui(“旭辉”) and Yango(“阳光城”) from the end of 2019 to the end of 2021 are compared, and the impact of the three red lines on listed housing enterprises is analyzed from the perspective of cases.Through industry research, it is found that listed housing companies can optimize their capital structure and meet the three red lines of supervision by improving business efficiency, reducing investment, enhancing cooperation, debt de-table, equity financing, introducing strategic investors, adjusting debt structure, spinning and selling, increasing investment real estate appreciation and reducing dividends. However, the financing behavior of listed housing enterprises is subject to various conditions, and the characteristics of the industry make it impossible for enterprises to achieve financial flexibility under ideal conditions, nor can they carry out theoretical optimal financing and optimal capital structure according to the principle of pecking order.Through case analysis, it is found that due to performance impulses and other reasons, Xuhui and Yango did not slow down the pace of investment after the implementation of the three red lines policy, but tried to meet the regulatory requirements through other means, and did not meet the original intention of the supervision. Xuhui mainly chose to increase the cooperation leverage to maintain rapid development, which can effectively adjust the consolidated statements to meet the three red lines poliy, but this method increases the real financing cost of the parent company, hides the real debt risk, and the long-term impact on the company is still inconclusive. Yango mainly chose to introduce Taikang Insurance company as strategic investor, hoping to cope with the regulatory impact through strategic investor’s resources, but was eventually swallowed up by the costly put options and fell into a dangerous situation. Through case comparison, it is also found that investment behavior constitutes the cornerstone of the quality of enterprise capital structure and is the premise for coping with the supervision of the three red lines. Xuhui‘s asset quality is significantly better than Yango, and its effect in dealing with regulation is significantly different. Returning to the origin, reducing investment and improving business efficiency is the most fundamental way to deal with supervision, and other methods can only play a phased effect or icing on the cake.
