The Establishment Of Chinese Private Offering System By Comparative Study Of American Law

The development of China's economy is rather great and healthy after the Revolution and Open,the current capital market can't satisfy the ever-growing capital need of companies and economical organizations.At the same time,a lot of rich people have appeared due to the rising living standard.Their great invest capacity and need also challenge the current capital market.As the correspondence of the public offering,private offering can balance the protection of investors and the promotion of financing convenience well due to its systematical advantages.Although China has some adventures which have the private offering's features,and the < Company Law> and have establish the legal status of private offering,the law in this area has lagged far behind the economic development,and there are serious drawbacks and vague standard in the system.Therefore, in this paper,on the basis of in-depth research of the regulations about private offering in U.S, the author come up with some primate suggestions on Chinese private offering legal system by way of comparative analysis,historical analysis and empirical analysis.Part One:This part gives a brief introduction of basic theory of private offering.Firstly, the author introduces the definition of private offering in China and in U.S respectively.Then compares the differences between the private offering and public offering to clear the features of the private offerings.Finally it discusses the advantages and disadvantages of private offering.Part Two:This part introduces the private offering legal system in the U.S in through. At the beginning,the author gives a general idea about the history of the development and the operate system of private offering.After that,study on the private offering system through ,Ralston Purina case,and discusses the safe harbor regulations by way of Rule 146,Doran case and Regulation D.Then introduce the resale system of the U.S through Rule 144 and Rule 144A.At last,the author gives a analysis and conclusion about American legal system of private offering.Part Three:This part discusses the current situation of private offering in China.The author introduces the history and similar activities of private offering in China.After that discuss the feasibility of establishing the private offering system in China.Finally study the significance of establishing the private offering system. Part Four:This part discusses how to establish private offering system in China.The author defines the principle of the private offering firstly,then gives some suggestions on concrete regulations.