Certified Public Accountant In The Securities Disclosure Civil Liability

The system of information disclosure is the base of the securities market, and it is also the core of the securities law. In protecting the interests of investors and keeping the order of securities market, it plays an important role. Therefore, the system of information disclosure was established in securities law in almost every country all over the world, demanding the people who give the wrong information to undertake the corresponding legal ability, which is also done in our country.To our regret, the phenomena of misrepresentation in securities market was in flood in recent years, the system of information disclosure was willfully distorted which have an adverse effect on investors' confidence greatly, destroying the securities market to develop healthy. As the most important chechpoint of quality controlling in information disclosure, Certified Public Accountants(CPA) play an important role that should not be short of. While we are calling the public's trust of the reports of CPA into question, we are also beginning to reconsider the civil liability of the CPA. How to establish and protect the system of civil liability in securities information disclosure of CPA is what the writer attempts to do.There are several viewpoints in foreign countries about the nature of the CPA's civil liability in information disclosure, such as contract liability, tort liability and coincide liability. By contrasting several viewpoints, in order to protect the interests of investors better, the writer thinks it is suitable for determining the nature of the liability as tort liability under the present law system. From the angle of Tort, combining the character of the accountancy's occupation, the writer thinks the constituting elements involve lending the false approval reports, the damages of the investors, the causation between the damages and the false reports, the negligence of CPA. Owing to the particularity of CPA in the professional work of securities disclosure, we should accept the standard of applying negligence theory for defending the interests of investors powerfully and protecting the legal interests of CPA. Besides that, the writer discuses CPA's defenses.The civil liability involving interests of many ways, it is unrealistic to seek for the fair allocation of the right and duty between the CPA and the investors. It is necessary to put the civil liability under the corporation managing structure, realizing the balance of interests among the firm, CPA and investors. Law should regard the enhance of the occupation quality as the main purpose, basing itself upon protecting the interests of the investors, while protecting the interests of CPA, keeping the existing and the value of the accounts' occupation while achieving the aim of the law. For this, the writer aims at some important questions such as the major part of liability, the share of liability and the method of calculation for compensation, etc in civil compensation of CPA. At the end of the thesis, the writer put forward the consideration for establishing the system of civil liability of CPA which is suitable for our national conditions. Generally speaking, the writer thinks from five angles, establishing the system of indentifying auditing technique, trying out the limited liability partnership, carrying out the liability insurance for CPA, stipulating the special litigation time limited efficacy and perfecting the model of litigation.