A Study Of Regulatory Coordination Mechanisms Of Information Disclosure In Cross-border Equity Crowdfunding

Equity-based crowdfunding connects enterprises and crowd investors directly via the internet and raise money for projects.Meanwhile,investors can obtain equity returns from financing enterprises through a small amount of investment.Equity-based crowdfunding based on internet technologies,and financing body are small or micro-enterprise and start-ups.They have characteristics of opening,small amount investment and public.The nature of Equity-based crowdfunding is securities issuing behaviors,and the regulation of Equity-based crowdfunding belongs to securities regulation.The cross-border Equity-based crowdfunding has been developing with the development of domestic Equity-based crowdfunding which has proposed new challenge for regulation.Cross-border equity-based crowdfunding has very important significance because which can solve the financing difficulties of small and medium-sized enterprises around the world,and develop with new economic strategy of “crowd entrepreneurship”and “one belt,one road” of China,can promote international cooperation in financial regulate,promote the formation of multi-level capital market and China capital market internationalization.Information disclosure system is the core of the securities supervision system,and it's the powerful weapon for investor protection.Cross-border equity-based crowdfunding information disclosure systems mainly includes: subject systems like financing enterprise systems,financing platform systems of information disclosure and investor systems in information disclosure;information disclosure content systems such as information of financing enterprises governance structure,financial information and other information.However,there are great differences between each country on equity-based crowdfunding domestic legislation and bring a lot of the difficulty for cross-border equity-based crowdfunding information disclosure regulation.As information disclosure subject system,many differences exist on the scope of financing enterprises,access,financing amount,organization forms,financing platform market access.There is controversial for the concept and scope of qualified investors and eligibility investors.All of this has lead difference in information disclosure contents,forms and exemption rules.Based on the existing differences,cross-border equity-based crowdfunding information disclosure regulation can adopt following ways:The first way is that through securities legal conflict rules to coordinate.We can use securities location law,securities action location law,securities exchange location law,personal laws to solve conflictions.In general,personal laws been used to solve conflictions about information disclosure subject qualification,access and so on;and lex loci actus been used to solve conflictions about information disclosure behavior,form,false information disclosure responsibility conflicts.The advantage of this method is that we can find lex causaes according conflict resolution rules.The disadvantage is that not all countries in the world have legislation about equity-based crowdfunding,and there mayba no lex causaes to apply.The second way is through mutual recognition to regulate cross-border equity-based crowdfunding information disclosure.Mutual recognition mechanism has clear regulatory framework and legally binding and certain flexibility.This way does not require he sovereign state to adjust domestic system,and only require the parties to recognition other parties domestic core rules to reach wholly regulation effect.Furthermore,this way has applied maturely in the field of traditional securities regulation.So it is more suitable for cross-border equity crowdfunding regulation.The implement method of mutual recognition mechanism is different,such as Substituted Compliance Framework between United States and European Union,Multi-jurisdictional Disclosure System between United States and Canada,Mutual Recognition of EU.But the EU multilateral mutual recognition mechanism is the best way for cross-border equity crowdfunding information disclosure regulation.The implementation of mutual recognition of information disclosure in cross-border equity crowdfunding should comply with some principles as truly,minimize,significant and least coordination.In mutual recognition,the range of financing enterprises can expand to all the small and medium enterprises,and properly start-ups;recognized crowdfunding platform only if it been regulated;build the concept of eligibility investors and classified information disclosure according to different investors;recognized financing enterprise information disclosure content scope from administration information,financial information and other information;recognized crowdfunding platform information disclosure content scope,including information about enterprises authenticity review,invest-leaders review and financing plan review.The third way is through the international soft law to regulate cross-border equity information disclosure.International soft law has no legally binding,ans its essence is just a coordination mechanism and very flexible.International soft law can implement in Cross-border equity the raise supervision easer because crowdfunding is a new thing.In the field of cross-border securities regulation,the main form of international soft law is memorandum of understandings and instructions,guidance,and memos published by IOSCO.The information disclosure of cross-border equity crowdfunding can ues bilateral or multilateral understanding memo to realize coordination regulation.