Civil Liability For Misrepresentation In Securities

This thesis is mainly on the civil liability for misrepresentation on the securities market and is divided into three parts.The first part of this article focus on the definition of misrepresentation and compromises the following topics. First, this article held that misrepresentation is' the behavior of unjust and improper disclosing information and stating facts. Secondly, the author thought misrepresentation could be classified according to subject of misrepresentation, stage of information disclose, natures of misrepresentation, contents of misrepresentation and effects of investor. Thirdly, the thesis analyzed the three performances of misrepresentation which are false representation or untrue statement, serious misleading statement and omission to state material facts, the author suggested that we should built our own bespeaks caution rule and system of safe harbor referring to related institution of America. Fourthly, in the examination on the materiality of misrepresentation, we should take standard of "influencing the decision of investor" as standard to determine the materiality of information and should pertain the legal form of this standard through stipulation by samples.Part two of this article examined the nature and constitutive requirement of civil liability of misrepresentation. First, as to the nature of civil liability of misrepresentation, there were four doctrines; the author thought that we should use the doctrine of stipulated liability on the basis of examination on the said doctrines. Secondly, this thesis analyzed the constitutive requirements of civil liability of misrepresentation from the points of misrepresenting subject" fault, doctrine of liability fixation, harmful consequence, cautionary relation. As to doctrine of liability fixation the author thought that, be in line with the subject merit to design of the system and good developed view of securities market. As to cautionary relation, the author thought of denial of the doctrine of necessary cautionary relation, persisting in the doctrine of considerable cautionary relation.Part three was the discovery on questions about system of relief onsubstantial law from the point of judicial practice that included four parts. In the first part, the author defined the proper plaintiff and burden of producing evidence thereof and limitation of proper plaintiff by deferent means. In the second part, the author held that the proper defendant and caution of counterclaim. In the last part, the article study accounting of the limitation of actions from judicial practice.In the end, the author think that for building perfect the system of civil liability to securities market we must make good use of the function of judicial interpretations of The Supreme Court and pay more attention to traditional legal culture and transfigure the idea of "rule of law".