Study On Legal Rules Of Small-and-medium Enterprise Collective Notes

Since our country reformed and opened to the outside world thirtyyears ago, the economy of our country has developed fast. During thisperiod, small-and-medium sized enterprises played a significant role.However, the current policy of finance inclined to state-owned enterprisesto some extent, which caused the fact that it was difficult for thesmall-and-medium sized enterprises to gain financial support. Under thecircumstances, small-and-medium enterprise collective notes (“collectivenotes”) sprang up these years, and supplied a new method forsmall-and-medium enterprises to gain financial support. However, sincecollective notes’ legal nature hasn’t been demonstrated yet, and the researchachievements of this field are far from enough, there are still many issuesremain to be solved such as the application of laws, civil responsibility andsupervisory system. Therefore, this article intends to analyze collectivenotes’ legal nature and make some suggestions for improving the systembased on theoretical research and practice both from China and foreigncountries.There are three parts in this article, which includes preface, text andconclusion. In the preface, the author introduces the emergence anddevelopment of small-and-medium Enterprise notes. In the part of text,there are five chapters, which make a further discussion on the topic. In thefirst chapter, the author makes a brief introduction on the definition and characters of collective notes and defines its range through comparingcollective notes and some related systems. In the second chapter, the authoranalyzes the legal nature of collective notes based on the theory andpractice both from China and foreign countries. Firstly, the author provesthat collective notes are not notes in the Note Law of PRC, actuallycollective notes have characters of securities. Afterwards the authoranalyzes the application of law on notes from the perspective of in USSecurities Law. Finally, the author elaborates collective notes’ legal natureunder the Chinese law systems. In the third chapter,the author discusses thecurrent problems of collective notes, mainly from following aspects, that is,the scope of issuer is not definite, lacking of civil responsibility system,lacking of supervisory system. In the fourth chapter, the author mainlycombines collective notes’ system with some other fully fledged systems inorder to improve the structure of collective notes, which include threemethods, collective financing bond with mortgage and pledge mode,asset-backed notes mode and asset securitization mode.In the fifth chapter,the author further gives some suggestions on the specific problems,including the scope of issuer, civil responsibility system and supervisorysystem. In the part of conclusion, the author proposes to improve thecollective note’s system as soon as possible in order to play a better role inthe future.