On Civil Liability Of Security' Inside Trading

Revised Security Law 2005 has quite a bunch of oversights in civil liability system of insider trading, which scholars seldom research on, for example:What's the values of civil liability of insider trading and What's the essence of insider information ?Does the insider of short-swing dealing assume liability or obligation? How to define the subject of right, de facto consequence and extend of damage of infringement liability of insiderdealing? It is imperative under the situation to start a thorough discussion in the civil liability system on insider dealing. The paper hereby will analysis it from the flowing four aspects:Firstly, the paper pivots on the view that the ultimate value of establishing a civil liability system of insider dealing is to maintain the justice order in security market. It begins with the conception of insider dealing, clarifies that insider dealing consists of short-swing dealing and insider dealing, then claims its criterion and essence, which are to protect investors' right of information sharing, and finally regards insider dealing as a civil fraud virtually after an analysis in such basic principles in civil law as equity, good faith doctrine and information disclosure institution.Secondly, it divides the company's disgorgement right into prohibition of business strife disgorgement and short string disgorgement. Based on an analysis that the nature of short-swing dealing is a right of claim, it holds, from the angle of insiders engaging in short-swing dealing, that short swing disgorgement should be defined as a disgorgement's civil liability of short-swing dealing, with its nature is an independent civil liability. Then, it respectively analyzes the essence of subject, components and plea defends in...