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Research On The Pre-announcement Of The Public Stock Issuance

Posted on:2012-02-18Degree:MasterType:Thesis
Country:ChinaCandidate:H ZhangFull Text:PDF
GTID:2166330332497161Subject:Civil and Commercial Law
Abstract/Summary:PDF Full Text Request
in effect first stipulate the pre-announcement of the public stock issuance, then in the statutes formulated by the securities regulatory commission, the pre-announcement of the public stock issuance is further stipulated in order to manipulate the pre-announcement of the public stock issuance. As a new institution, the function of the pre-announcement of the public stock issuance is social supervision before the stock is issued. But as the pre-announcement of the public stock issuance is stipulated lesser than other institution, the pre-announcement of the public stock issuance can't show its advantages.The securities issuance system is in the procedure of reform from the approval system to the registration system, the information disclosure is in need.The principles of the pre-announcement of the public stock issuance is similar to the principles of the registration system. In order to perfect the pre-announcement of the public stock issuance, the related institution of the securities laws of the USA can be referenced, as the securities laws of the USA is the model of registration system. After profound analysis, the pre-announcement of the public stock issuance is similar to the waiting period of the enrollment registration system, so the waiting period can be referenced. Inspiration is found, these are recommendations of the pre-announcement of the public stock issuance. This article falls into four sections.The first section is the overview of the pre-announcement of the public stock issuance in china. In order to study the institution, the most basic issues should be first clarified. These issues include the featra,the function and theoretical principle of the pre-announcement of the public stock issuance. First about the legislation of the pre-announcement of the public stock issuance, in china and stipulate the pre-announcement of the public stock issuance and the two statutes are the basic of the pre-announcement of the public stock issuance. In this part of this article, the functions of the pre-announcement of the public stock issuance are embodied in three aspects, there are the functions for the social investors> the company which institute the offer and the securities regulatory commission, and the pre-announcement of the public stock issuance stimulates the development of the three subjects. The pre-announcement of the public stock issuance do well for a more transparent and more efficient the public stock issuance, and indeed the pre-announcement of the public stock issuance can save the costs of the public stock issuance, and in the same time the pre-announcement of the public stock issuance guarantees the safety of the stock market. The pre-announcement of the public stock issuance fully safeguards the interests of the public investors, and avoids fraudulence. After the announcement of , the pre-announcement of the public stock issuance can be more applicable.The second section references the securities law in USA to perfect the pre-announcement of the public stock issuance. In order to perfect the pre-announcement of the public stock issuance, analysis of the enrollment registration system is in need, so the institution similar to the pre-announcement of the public stock issuance can be found. As the model of the registration system, the securities law in the USA is about the enrollment registration system, the enrollment registration system is divided into three periods, the re-filing period,the waiting period and the post-effective period, the three periods mutually affect each other, and the three periods inform an intact registration system. After analysis of the registration system in china, the similarities between the pre-announcement of the public stock issuance and the waiting period are found, the pre-announcement of the public stock issuance can reference the waiting period in USA.The third section is about the waiting period of the securities law in USA. In order to analyses the waiting period of the securities law in USA, first the gun-jumping should be cleared. The gun-jumping stipulates it's illegal to inform an offer or a lure for offer before the post-effective period. The objective of the waiting period is cleared in four parts, the road shows propagate securities, and the securities syndicate takes shape and prepares for successful securities sales before the post-effective period. The waiting period plays an important role in the three periods of the registration system. The securities regulatory commission in USA stipulates a waiting period which lasts for 20 days, in order to achieve the objectives of waiting period, to improve efficiency of the stock market and increase revenue of the stock market. After clearing of the objectives of the waiting period, the documents which can be published in the waiting period are oral offer,The Preliminary or" Red-Herring" Prospectus,The Summary Prospectus,The "Tombstone Advertisement,The Free Writing Prospectus. The reform of the public stock issuance in 2005 loosens the restrictions of documents published in the waiting period; different issuers should publish different documents. The issuers in the waiting period can be divided into the reporting issuer and non-reporting issuer. The reporting issuers include seasoned issuers,unseasoned issuers and well-known issuers. The concept of the well-known issuers influences the waiting period most. The well-known issuers utilize automatic shelf registration statement. If the well-known issuers pay the registration cost, they can register unlimited numbers of the securities.The forth section is about the enlightenment of the waiting period in USA for the pre-announcement of the public stock issuance. The pre-announcement of the public stock issuance should reference the waiting period, in order to perfect the pre-announcement of the public stock issuance. The author think there are three parts to perfect the pre-announcement of the public stock issuance.1.The pre-announcement of the public stock issuance should not just in the initial public offerings. In the securities laws in china, the pre-announcement of the public stock issuance is just in the initial public offerings. When the company issue securities for the next time, the pre-announcement of the public stock issuance is not in effect. The pre-announcement of the public stock issuance should not just in the initial public offerings.2.Exhume the function of the publicity of the pre-announcement of the public stock issuance. The articles published in the waiting period in USA can publish the securities, but in the securities laws in china the publicity of securities is prohibited, but as an information disclosure, the pre-announcement of the public stock issuance can publish the securities. In this part, the function of the publicity of the pre-announcement of the public stock issuance can be analyzed in two parts, as in theory and in legislation.3,Perfect the relation of the pre-announcement of the public stock issuance and the inquiry of securities prices. In the waiting period in USA, the inquiry of the securities prices can be finished by the road show. In the securities law in china, next to the pre-announcement of the public stock issuance is the inquiry of securities prices. The two institutions are closely linked. Because the basis of the inquiry of securities prices is the information disclose in the pre-announcement of the public stock issuance. And in this part, these are suggestions to perfect the electronic road show.In short, the pre-announcement of the public stock issuance should be perfected in many parts. This is the inevitable result and requirement from the approval system to the registration system. And it is good for the public securities issuance to perfect the pre-announcement of the public stock issuance...
Keywords/Search Tags:The Pre-announcement, The Waiting Period, The Registration System of the Securities Issuance
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