| The case that Alibaba group listed on in the United States is not only a hot economic scholar discussed, but a legal issue at the forefront of concern also. There are three reasons:the first is the complexity of Alibaba, embodied in the Alibaba group is a company registered in the Cayman Islands, founded by the Chinese, took special management system, was a high-end Internet business development company; Second, Alibaba’s representativeness, embodied in Alibaba is the world’s largest e-commerce company, the largest IPO offerings; The third reason is the representation of the Alibaba group, in addition to the Alibaba, China’s Internet companies such as Jingdong, Jumei, Meituan, Shengda Literature, always listed on the outside.Why Alibaba group listed in the U.S.? This article analyzes the case Alibaba group listed in the U.S., analyzes the legal system of our country’s listed companies, finds the defects of the new capital market in our country’s legal system, compares several typical differences of company’s corporate governance legal system between the United States and China, and puts forward the legislative suggestions to improve the legal system of listed companies in our country.The paper is divided into introduction, body and conclusion, and the body has the following four parts:The first part is an introduction of the case Alibaba group listed in the U.S., which analyzes the nature of Alibaba’s stock rights, introduces the equity structure and partner policy-making system in Alibaba and combs the process of Alibaba group listed.The second part analyzes why the Alibaba group did not choose listed in China from the following three problems of China’s relevant legal system. First, the author analyzes the problems in China’s securities issuance auditing system from two aspects of legislation and law enforcement, then, analyzes the supervision model of China accepts the Alibaba listed in China or not, "strict control to enters and lack management" or "easy to enter and strict supervision" model fits the development of Alibaba group, in the last, analyzes the reason why the system of ownership structure in our country doesn’t accept Alibaba group partners.The third part, the author analyzes the reasons why Alibaba group chooses listed in the U.S. The first reason is the issue of high efficiency under the securities registration system mode; the second is the company’s strict regulatory system is conducive to the long-term development of the company; the third is the double equity system accepts Alibaba group as the partner.The fourth part introduces the revelation of legal system of listed companies in China about the Alibaba group listed in the U.S. On the basis of in reference to the legal system of listed companies in the United States, combines with the actual requirement of our capital market, puts forward suggestions to improve our country’s legal system of listed companies:the first one is the securities issuance system should reform to registration system; Second, strengthen the supervision of the company, including improvement of the systematic regulatory system, the listed company information disclosure system refinement and strengthen the effectiveness of the supervision system; The third one is establishing special equity system according to the special case of the capital market in our country, including the establish of the system pilot and the improvement of the supporting system. |
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