| Since the recent 20 years, Private Fund has been developing very fast in China. It has been an unexpected appearance of a new factor that changes the old situation of capital market immensely. But at the same time, we shall notice that there are many problems which exist in the operation of private fund. Among these problems, the absence of regulation is the primary one. In China, we have no such regulation which is specially related to private fund. With the growth of the private fund industry, the absence of regulation will likely lead to uncontrollable risks which can impact the national economy. By studying the changes of private fund regulations of United States, The author exams the related problems in China and wish to give some suggestions for the intending legislation.Secondly, the studying of private fund is to be unfolding in China, especially, the discussions on the private equity are hottest recently. In other countries, especially in United States, the studying of private fund is quite earlier than that in China; also, the studying inland cannot keep up with that in United States in respect to the extent and depth. On the other side, although academic circles have showed great interest about private fund, as far as the author has read, in spite of many researches in the field of law and economy, there is no such studying of private fund which focuses on the legal history of it. So, besides giving suggestions for the intending legislation, the author wishes to provide a new aspect and some new materials for the academic circles of legal history.The dissertation is composed of the main part and the appendix. The main part can be divided into seven sections, which include introduction; chapter one: definition of private fund and a brief history of U.S. private fund; chapter two: originating and founding-establishment of registration exemption and anti-fraud provisions; chapter three:amending and deepening-supplementary rules and classic cases; chapter four:crisis and revolution-recurrent crisis and strengthening supervision;chapter five:the beginning of new supervison age-Private Fund Investment Advisers Registration Act of 2010; chapter six:revelations and charecters of the legal history of private fund of United States; conclusion. The appendix is the collection of active private fund provisions in United States which is contrasted both in Chinese and English.Introduction is composed of purpose of research, literature review, research approach, research stage and dissertation compositions.Chapter one- definition of private fund and a brief history of U.S. private fund can be divided into three sections, section one is the basic definition of private fund, in this section, the author defines private fund which is hotly debated about its definition and pointes the characters and sorts of private fund out. In section two-the institutional significance, economic value of private fund, the author explains the institutional significance and economic value of private fund. In section three:a brief history of private fund of United States, the author cardes the history of private fund in United States to provide the basic background for readers.In Chapter two:originating and founding-establishment of registration exemption and anti-fraud provisions, the author mainly studies the history of private fund in United States between the year of 1933 and 1940, the theme of this period is named as "originating and founding". The reason for the periodic setting and theme is that this period is the founding stage of American federal financial law; on the other hand, the American securities law of 1933 is the first country securities legislation in the world, so the act has been treated as the originating one. With the experience of "Great Depression", the American people were finally aware of the problems which have occurred in regulating the country capital market with state laws as well as the importance and urgency of the federal financial legislation. So in the period from 1933 to 1940, many acts were enacted and a basic framework of federal financial law has been formed.In chapter three, many supplementary rules and classic cases are discussed, the time setting is from 1940 to 2004. In this period of time, instead of significant legislations, the American federal financial regulations were deepened and amended through amendments of congress, releases, no-action letters, rule and regulations of securities exchange commission, cases of courts and the criticisms of academic and practical circles. So, unlike the theme of prior chapter, the theme of this stage is named as amending and deepening.In chapter four, the development of private fund laws and constitutions of United States after the year of 2004 is examined. The reason why the author has chosen the year of 2004 as the start point of this period is that, the U.S. private fund industry was greatly developed after 2004 because of its particular form of organization and legal norm. But at the same time, the development of private fund has brought a great shock to American financial market. In view of this, the American financial regulators enacted a series of laws to regulate the private fund industry. So in this period, characteristics of the times about U.S. private fund are no longer exemption and deregulation but the retreat and regulation. So the theme of this stage is crisis and regulation.Chapter five deals with the developing course and enacting of Private Fund Investment Advisers Registration Act of 2010. In the background of subprime lending crisis, the Obama government pushed the Dodd-Frank Wall Street Reform and Consumer Protection Act out, the fourth chapter of which is Private Fund Investment Advisers Registration Act of 2010. The american legistrative branch hoped that the american financial institutions can be reformed and the better development of the american financial industry can be realised with this new act. So the theme of this stage is the beginning of new supervison age.Chapter six falls into three parts. In the first part, the legal history of U.S. private fund is generally reviewed and five items of advantages are pointed out. The second part focuses on the conparision of the private fund regulation of U.S.A, UK and taiwan. Several points of view are pointed out. In the third part, the author reviews the history of Chinese private fund and pointes out three problems of the private fund industry. Base on that, the author discusses the revelations of the legal history of private fund of United States to china lawmaking.The last part is conclusion. In this part, the author pointes out three opinions by summing up the whole dissertation. They are:1) the research and legislation are urgent for the benign development of private fund industry; 2) regarding the recent international financial environment, the basic point of chinese legislation is to strength the regulation; 3) the improvement of private fund regulations rely on the improvement of overall quality of the society, some classic problems, such as weak understanding of the law, the losing of credit systems, the unbalance of power operation etc., are still to be resolved yet. |
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