Comparison Of Disclosure System Of The Securities Market

Disclosure system of the securities market which is also named information opening system means the corporation in the securities market which raise capital with all kinds of financial instrument and its related individuals disclose the interrelated information during its behavior to raise capital and of its continuing identity to all the investors and the whole securities market overtly, impartially and justly in a entire, accurate and timely way. As a system it means the totality of a series of principle, provisions, standards and system that standardizes the disclosure behavior of the issuers and its related persons, it is also a composite legal system.. Disclosure system is the most important and fundamental legal system in the regulation of the securities market and the cornerstone of the establishment and healthy development of the securities market. Disclosure system has had a history of over a hundred years since it appeared with the securities market. It originated from the Corporate Law of 1845 in UK and formally established and perfected by Securities Act of 1933 and Securities Exchange Act of 1934 in the USA. For the great impact of USA in the world economy, other countries in the rest of the world established the disclosure system by and by. The main contents of the disclosure system includes pluralism of the subjects, mixture of periodic disclosure and temporary disclosure and complexity of contents. The economic basis of disclosure system is mainly the theory of Market Failure in the securities market which is caused by the Asymmetric Information and the legal theory of disclosure system is impartiality.From the legalization of different countries we can see that disclosure system has formed a comparatively entire architecture of legal system. The normal architecture of disclosure system includes initial disclosure system, continuing disclosure system and legal liabilities system. The main contents of the disclosure architecture usually includes prospectus, listing particulars, periodic reports and temporary reports etc. Initial disclosure system in the securities market includes information disclosure at issuing time and information disclosure while going on the securities market. The information disclosure file at issuing time is prospectus. On the basic analysis of the fundamental provisions of prospectus in different countries and present provisions of our state the thesis hereby gives some suggestions on the legal perfection of the profits forecast in our state. The information disclosure file while going on the securities market is listing particulars, On the basic analysis of the fundamental provisions in different countries and present provisions of our state the thesis analyzes and probes further into the perfection of listing particulars in our state. After the securities is issued and go on thesecurities market the corporations still have to disclose the continuing information with the procedure and style according to the provisions of law which is called continuing disclosure system. According to the different time of continuing disclosure, continuing disclosure system is divided into periodic disclosure system and temporary disclosure system. On the basis of essential elaboration and analysis the thesis put forward some definite proposals on the submission time of the periodic report and materiality standards of the temporary report.All of the countries in the world have stipulated the criminal liabilities, administrative liabilities and civil liabilities to the subjectives who violate the disclosure system in the securities market which coordinate with each other and construct the legal liabilities architecture of disclosure system. We have had adequate and perfect provisions on the criminal liabilities and administrative liabilities of disclosure system in our state comparatively, but had extremely simple provisions on the civil liabilities of disclosure system which is impossible to carry out in reality. The thesis hereby analyze the provisions in different countries...