A Research On Legal Issues Of Paperless Securities

In the development history of the securities system, paperless security brought thegreatest impact to the securities legal system all over the world in the end of twentieth century.The influence of paperless security will not be understood until a long period. In the early of90s, China began to build the trading market. Although our country securities market startedlate, it took the electronic train in the initial. In1999, our securities market thoroughly got ridof the form of paper, and realized the paperless publishing and trading. Although our countryhas took the lead in implementing the mandatory paperless securities policy in securitiesmarket, our young securities market, securities legal system, even company legal system arestill in the primary stage, which they are trying to get rid of traditional securities obstacle tothe legal system. Compared to developed countries, the legal system of paperless securities isstill a serious shortage in China, and its characteristic which is different from paper securitiesfailed to arouse sufficient attention. The above all will hinder the development both of oursecurities market and the whole financial market.This article is divided into four chapters. In the first chapter, this article summarizes thepaperless securities by introducing the following three aspects: the legal definition of thepaperless securities, the challenges the paperless securities brought to traditional securitiesand the legal relationship in the background of paperless. By analyzing connotation andcharacteristics of paperless securities, we can find that even if the carrier of rights changed,the nature of the securities has not changed. Securities is still the representative of investors’rights. Then, this paper expound the challenges the paperless securities brought to traditionalsecurities through the two aspects: challenges on definition of securities and traditional way totrade. Finally, this chapter combs the legal relationship about the subjects in the securitiesmarket, clear the relationship between investors and issuers, securities intermediaryinstitutions, the central securities depository institutions in different patterns.In the second chapter, this article introduces acquisition, guarantee, regulatory regimeand the problem they have. Firstly, this chapter reveals the acquisition rules of the paperlesssecurities from the original and trading acquisition, points out the issues of high cost andInvestors lack of subject position. Secondly, this chapter reveals the guarantee system, include subject, target, method effectiveness and implementation of guarantee. And analyze theproblems, such as that the standard is not scientific, implementation is monotonous. Thirdly,this chapter reveals the regulatory system, include the regulatory structure, the issueregulation and trade regulation of paperless securities. And refer to the problems: lack of basiclegislation, a wide regulation of government.In the third chapter, this article focuses on the foreign paperless securities. This chaptermainly introduces the relatively perfect paperless securities,such as America and Japan.While point out the meaning of their advanced experience to our country. For instance, theUnited States and Japan have specific legislation for paperless securities, successivelyestablished securities indirect pattern and rights transfer method of Japan. All of aboveprovide the reference for development and improvement of our paperless securities.In the forth chapter, this article expatiate how to perfect our country’s paperless securities.This chapter put forward the perfect proposal about our acquisition, guarantee, regulatoryregime. First of all, in the acquisition system, we should actively build online direct sales andgood faith acquisition, improve the paperless securities’ mixed holding system, explicitpaperless securities rights transfer method. Second, in the guarantee institution, we shouldclear the property of guarantee, increase the relinquished security, as well as unify theguarantee standard, enrich the ways of implementation of our securities guarantee rights. Atthe end, in the regulatory regime, we should improve the regulatory legal system, improve thesystem of information disclosure, build a reasonable rule of risk-taking. All of these can notonly improve the present situation of paperless in our country, perfect the system of ourpaperless securities, but also accelerate the process of paperless securities market in ourcountry, promote security industry developed with a steadily and rapidly path in China.