Research On The Status Of Non-mandatory Information Disclosure Of China's Listed Companies And The Legal Countermeasures

In the modern context of capital securities, information is the core of securities market. Information disclosure system is the inevitable requirement of securities market development,including mandatory disclosure and non-mandatory disclosure (voluntary disclosure).Mandatory disclosure in the form of legal regulation and supervision meets investors'minimum requirements to securities information of listed companies and plays a fundamental role in protecting the interests of investors promoting the development of listed companies and intermediaries,ensuring a sound securities markets.However,due to various reasons and particularly the imperfections of the legislative and regulatory mechanisms of mandatory disclosure, it alone can no longer meet the investors'needs of listed company information. In order to avoid defects of mandatory disclosure, more and more listed companies self-disclose non-mandatory information such as the company's core competitiveness, corporate governance information, environmental and social responsibility information so that they can improve the companies'relationship with stakeholders, improve corporate image and reputation so as to better financing and facilitate the development of the company.China has had efforts in the legislation and practice of non-mandatory disclosure, which has had certain complementary and catalytic work on mandatory disclosure.But China's current non-mandatory disclosure is in an initial stage, which makes it many problems, including insufficient disclosure, advance or delay of disclosure, unreasonable disclosure form or format, lack of fairness,etc.These have caused a lot of damage to interests of investors, integrity of listed companies and securities market.These issues have profound practical reasons,including the imperfect norms,imperfect mechanism and inadequate regulatory mechanism of non-mandatory information disclosure of listed companies, the irregulary collaboration of listed companies and stakeholders, related civil liability system not in place, etc.Learning from foreign advanced experience of non-mandatory disclosure will help improve China's non-mandatory disclosure, in legislation, prevention in advance, disclosoure practice and after treatment.Specifically, efforts should be made to determine guidelines and technical specifications of non-mandatory information disclosure; to make clear legal responsibilities of subjects related to non-mandatory information disclosure of listed companies; to make clear related civil liability system; to establish early warning system and safe harbor system concerning profit forecast; to improve the active suspension system and advisory argument suspension system.