| The phenomena that CAPs (Certified Public Accountants) made seriously untrue audit reports have drew people's attention,moreover,2001 became a credit crisis year of CPAs because of YinGuangXia's cooking enormous profits and the America seventh great energy corporation, Enron's bankrupt. In the past, the main ways of sanction to CPAs are administrative and criminal punishment, but now, the medium and small investors are not satisfied with this, and they hope their loss in securities market can be remedied through investigating and fixing CPAs into civil liability. However, the laws about CPAs'civil liability in securities market aren't explicit, so, the supreme court's treat to shareholders' civil claim was changeable, from not accepting to accepting, to the issuing of judicial interpretation about civil compensation caused by misrepresentation. Though the civil litigation is been regulated in the interpretation in detail, the research of CPAs' civil liability in securities market is necessary because the elements and pattern of it is special, in consideration of CPA's profession characteristic and special status in issuing and exchanging securities.On research method, the thesis applies comparative method and emphasizes absorbing and drawing lessons from legislature and judicial practice of foreign countries where either securities market or the line of auditing is developed. Besides, the thesis analyses and criticizes the flaws and contradiction existing in the active laws and regulations from the viewpoint of positive law, then designs the concrete regulation and demonstrates its rationality.The article is divided into five parts.Introduction: Explain the significance of selecting the subject, the method of research and the structure of article.Part one: the part defines the CPA's civil liability in securities market; proves the significance of investigating CPAs to civil liability through using the Game Theory to analyze the relation between the proper encouragement of civil loss regulation and CPA's performing the obligation; describes the present situation of legislature and judicial practice of our country in the field, and introduces the legislature of foreign countries. On the basis of above, the article puts forward that it is urgent to perfecting our laws.Part two: Explain the character of CPA's civil liability in securities market.First of all, the article reviews the development of information-providing profession's civil liability in Germany, England, American , then proposes the tradition of law and the flexibility of active law play an important role in deciding how the liability develops. Considering our country's tort theory and active law, the liability should be characterized as liability for special tort. Otherwise, through researching the relation between the prosperity of the line of auditing and the development of securities market, the article put forward that CPAs should be laid obligation to all the investors in statutory auditing, which is the legal prerequisite for CPA's civil liability.Part three: Elaborate the elements of CPA's civil liability in securities market and defenses. The part analyses four elements respectively, including CPA making untrue audit reports.. plaintiffs' loss , the causation between the loss and untrue audit reports, CPA's wrongs. The article defines the audit report's authenticity, accuracy and completeness regulated in the Securities Law according to the revision of some detailed auditing rules; defines the CPA's ordinary negligence, gross negligence and fraud according to CPA's profession characteristics; Classifies the degree of wrongs of CPAs and burden of proof: when audit report exists in the prospectus or listing statement, CPA is liable for ordinary negligence; when it exists in annual report, CPA is liable for gross negligence, these negligence are inferred by law. if plaintiff sues the CPA for fraud ,he must bear the burden of proof.Part four: Design the pattern of CPA's civil liability in securities market. The part f... |
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