Otc Market System And The System Construction Of Our Country

This thesis is composed of the preamble and the text which is paragraphed into four chapters.The preamble briefs the study backgrounds and the significance of topics. Theoretically, structuring the over-the-counter market (hereinafter OTC market) is essential to the improvement of capital market. Practically, China Securities Regulatory Commission (hereinafter CSRC) expressly attached its importance to the OTC market in its work plan. However, the lack of related legal regulations jeopardizes the structuring. Therefore, researches are needed from the legal respect. In addition, the preamble defines the scope of discussion on the OTC market.The first part of the text summarizes the history and development of China’s OTC market and the legal conceptions in each relevant stage. It discusses the origins and deficiencies of such legal conception which focuses on the prohibitions, and specifies the present status of China’s OTC market, including the Agency Share Transfer System, the Stock Quoted Transfers System, the Regional Stock Exchange and the equity markets locating around the OTC market.The second part analyses the shortcomings of the present OTC market and the functions it should have. At present, the biggest problem lies in the lack of thorough legal regulations, which consequently brings a series of problems such as regulatory difficulties, confused positioning, etc. It points out the directions for future legislation by the analysis of the functions of the OTC market ought to be.The third part tries to look the future structure of the OTC market. Through the analysis of U.S. OTC market, it shows that the reasonable OTC market should be multilayer and changeable in both rising and falling. Hence, this thesis boldly attempts to put the structuring of Stock Exchange and the expansion of New Third Board together, in order to develop the national and regional OTC market and lead the two markets into mutual complementation and promotion.The last part aims at specific legal regulations. Firstly, this thesis studies on the Market Maker, especially, its conflicts with Securities Law and Company Law. Based on the studies, this thesis provides some advice on the Market Maker. Secondly, this thesis does some researches on the major players of the market, including the qualifications of investor and listed companies. Particularly, in the regard of the New Third Board, this thesis points out the conflicts between the existing rules of New Third Board. Thirdly, concerning the regulatory system, this thesis proposes some aspects for reforming about the supervising mode which is combined with self-discipline and governmental supervision in accordance with China’s Securities Law. With respect to specific regulations, this thesis sets out some concrete reforming directions refer to the U.S. supervising system. At last, regarding the Transfer Mechanism, this thesis takes the New Third Board for example and probes into which mechanism should the Transfer Mechanism implement, considering the board-transfer only takes place among the enterprises listed in the New Third Board, for the purpose of sharing the experience to the OTC markets in other layers after the completion of structuring of the entire OTC market.