Research On The Civil Liability System Of Sponsors

The purpose of this paper is to review the legal foundation of sponsors system from the aspect of civil law, and on the basis of the ascertainment to the civil liability of sponsor, thereby reason out various civil liabilities due to the violation to civil obligations. At the same time, by comparative analyzing and historic reviewing the civil liability system of sponsors in securities business on NASDAQ of U.S.A, AIM of UK, MESDAQ of Malaysia, GEM of Hong Kong, etc, to conclude the characters of civil liability system of foreign sponsors. Based on this, several suggestions are proposed in this paper for the sake of consummation on the status in quo of civil liability of sponsors.The essay is divided into five chapters, and in the introduction part, is the brief introduction on the problems emerged during the fulfillment of the civil liability system of sponsors in our country, accordingly, the necessity to consummate the civil liability system of sponsors in China is raised.Chapter One - General introduction on the meaning of sponsors system by analyzing. This chapter focus on the promethean analyse on the willing- autonomy theory, tortuous theory, deputy theory, guarantee theory and other civil law foundation contained in the sponsors system, consequently, to establish the basis of ascertainment on the civil obligation and ability of sponsors. At the final part of this chapter is the brief analyse on the similarities and differences between the sponsors and recommendation party and consignees.Chapter Two - Systemic expatiation to the character and content of sponsors in the civil obligation. The character of civil obligation of sponsors includes the information-disclosure obligation based on law, and the contract-obligation based on the recommending agreement. According to the different stage of company-list, recommending period could be divided into due diligence commending period and durative supervising period, the content of civil liability of sponsors could begeneralized into due diligence commending obligation during list and durative supervising obligation after list, also, the analyse on the relations during different recommending obligations.Chapter Three - Demonstration in detailed on the legal provision, pre-contract obligation, compensation liability on third party due to the contract obligation, liability to sponsoree due to defecting contract and liability of breach. At the same time, sum up causes, principles and remission of various liabilities. Also, The definition will be gave on how to divide the civil liability during the sponsors, deputy of sponsors and stock exchange.Chapter Four -To sum up the characters of civil liability of foreign sponsors by using comparative analyse, historic reviewing on integrative sponsors system of NASDAQ of U.S.A, integrative sponsors system of AMI of UK, relay sponsors system of MESDAQ of Malaysia, independent sponsors system of GEM of Hong Kong. Thereinto the lifelong sponsors system of UK and the independent sponsors system of Hong Kong, could be well used as reference into the civil liability system of sponsors in our country.Chapter Five - In the umpty suggestions to consummate the civil liability of sponsors, based on the review on the status in quo of our country, and the reference on foreign civil liability system, to provide suggestions to the civil liability system of our country, include: definitude on the boundary of civil liability during sponsors, issuers and other agencies and investors; and extend the term and enhance the approach of undertaking of civil liability of sponsors through intensify the independence of the deputy of sponsors; to make legal cleaning in process, provide judicial explanation and consummate civil compensation mechanism of securities.