A Research On Civil Liability Of Misrepresentation In The Securities Market

Securities market is not only a capital market, but also.a "weatherglass" of economy of a country. Whether it can transfer capital successfully and reflect economic situation of a country correctly depend on whether investors can access truthful information or not. Because of misrepresentation and other kinds of illegal behavior, the dealing order of our securities market is disturbed badly, the interests of investors are damaged badly, the securities market be in a low tide for a long time. In order to protect interests of investors and dealing order of securities market, prohibit misrepresentation in securities market, the Supreme Court of PRC promulgated Some Regulations on Trial of Civil Compensate of Misrepresentation in Securities Market, which took a first step on way of regulating dealing order of securities market with civil liability. Limited by guiding idea, this Regulation cannot protect interests of investors roundly.This article uses jurisprudentia as methodology, bases on Regulation and other securities law, discusses formation, doctrine of liability fixation, causation, losses calculation and procedural safeguards on civil liability of misrepresentation from the basic theories. The author also puts forward some practical suggestions on shortcomings of current law.This article has divided into 8 parts. The first part is "Introduction", which introduce situations of misrepresentation in our securities market and legislations. Part 2 is "Institution of information disclosure and misrepresentation", and the former is a foundation stone of misrepresentation. Part 3 is "Nature of civil liability of misrepresentation". In this part, the author introduces different theories and puts forward a special perspective that the nature of civil liability mustn't be single one. Part 4 is "Doctrine of liability fixation on misrepresentation", which discuss doctrine of no-fault liability, doctrine of fault liability and doctrine of fault-assumed liability. Part 5 is "Causation on misrepresentation". The sixth part is "Losses calculation on misrepresentation". In this part the author first discusses the basic way of losses calculation, then summarizes all kinds of calculative methods on different losses, and puts forward simple formulae in the end. The seventh is "Procedural safeguards system on civil liability of misrepresentation". In this part, the author discusses relational institutions of American firstly, then discusses the basic judicial principle, case acceptance, jurisdiction, limitation of period, parties and litigant forms base on the Regulation, suggests that we should adopt representative litigation on uncertain number of plaintiff without admitting enlarging effective on judgment. In eighth part, this article reviews the Regulation at last, points out the substance of the Regulation is balance interests between investors and corporations on securities market by the Supreme Court, concludes the Regulation more inclined to corporations than investors because of political considerations.