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Improvement Of Legal Supervision System For Limited Partnership Private Equity Fund In China

Posted on:2016-07-17Degree:MasterType:Thesis
Country:ChinaCandidate:B Y ZhengFull Text:PDF
GTID:2296330479988262Subject:Law
Abstract/Summary:PDF Full Text Request
Private equity investment fund,as a capital market financial innovation tool,which originated in America inthe 1940 s, with 70 years’ development, has expanded rapidly throughout the world. Private equity investment fund in our country began in the 1990 s, after years’ development, private equity investment fund has also become an important financing channel for enterprise in our country. On the implementation of 《 Private equity fund managers and fund registration( filing trial)》, the private equity fund managers registered in association in China are more than 7358, who are managing 9156 private equity funds,total up to 2.28 trillion yuan. Private-equity. The times of the rapid development of private equity is coming in China. 3945 of them are private equity investment fund, managing 3607 funds,which have a total amount of 1.5761 trillion yuan. Limited partnership private equity funds is a private equity investment fund gains the popularity in China for its simplified model,ideal design of the rights and obligations of limited partners and common partners in addition to the lighter tax。The limited partnership private equity investment fund has good expectations, our country laws and regulations related to PE and the supervision system is not perfect, lacking self-discipline organizationthe.China has not unified a complete law system. The main provisions are scattered among the different laws and regulations, even the specialized regulation is only the administrative rules made by the state council.Although the definition, the number of qualified investors, investors, distribution way, the organization forms of limited partnership private equity fund, personnel qu alifications, fund operation, regulators have corresponding provisions, but they need to be checked through various provisions of the laws and regulations.Private equity’s relevant legal issues, such as bet protocol, limited partnership type of private equity’s tax get no concrete regulations.Private equity’s legal resources need to be with other sectors for effective cohesion. Main regulator is the securities and futures commission, but the rules according to diff erent types of funds determine the different regulators,as the national development an d reform commission, the China banking regulatory commission, etc., so in practice, r egulators system context is not clear, it is easy to cause chaos regulation.As an important industry self-discipline, organization fund association should be in charge of the relevant self-discipline management of the work, but its authority is not enough, especially in the archival filing work, the association of fund for the re cord is not popular. In the existing environment, private equity fund managers cannot be effectively regulated. The management of the private fund amount is huge, the inve stment risk is big, improper operation will cause systemic risk to the capital markets Managers play a vital role in the operation. How limited partnership private equity f und managersto combine the general partner and private equity fund manager duties, how to strengthen manager moral qualities and professional qualities, is also a big issu e.On the premise of the above problems, the phenomenon of capital market will be a failure, at the same time regulation chaos brings the risk of power rent-seeking, so perfect regulation system is very necessary.Limited partnership private equity funds are most developed in the United States, private equity fund supervision system of tempering justice with mercy,has effectivel y promoted the prosperity of the us capital markets.As an important industry self-discipline organization, fund association is in char ge of the relevant self-discipline management of the work, but it is without enough authority, especially in the archival filing work, the record to the association of fund is not popular. In the existing environment, private equity f und managers cannot be effectively regulated. The management of the private fund a mount is huge, the investment risk is big, improper operation will cause systemic risk to the capital markets. Managers play a vital role in the operation. Limited partnershi p private equity fund managers how to combine the general partner and private equity fund manager duties, how to strengthen manager moral qualities and professional qual ities, is also a big issue.On the premise of the above problems, considering the phenomenon of capital ma rket will be a failure, at the same time regulation chaos brings the risk of power rent-s eeking, perfect regulation system is very necessary.The limited partnership private equity funds are most developed in the United States,where there is a PE supervision system with tempering justice and mercy.The PE supervision system promoted the prosperity of the US capital markets effectively.In the United States, the statute law and case, after long-term development, accor ding to the characteristics of different times been amended and supplemented, and formed a comprehensive system of securities regulation. The securities and exchange commission under the jurisdiction of the law mainly include securities law in 1933. T he securities exchange act of 1934 ", " public utility holding company law in 1935, the act of trust contract in 1939, the investment company act of 1940, the 1940 investme nt advisers act, the securities investor protection act of 1970, the 2002 sarbanes- Oxle yact, In addition to this, there is an amount of SEC rules.In the field of private funds,main laws and regulationsare the securities law of 1933, D regulations and rules of "144 a", the act of 1940 investment advisers and the Dod d- Frank act. Provisions related to the private,are not only expressly prescribed by sta tute, in many cases needed to determine the U.S. courts and the securities and exchan ge commission on the value orientation of related issues.Registration system aspects of private equity funds in the United States, accordin g to the securities law of 1933 the provisions of article 6 of the United States securitie s issue trial registration system, to ensure that the SEC to master the issuer sufficient information. But on the premise of registration system, the law provides for three types of registered exemption, known as statutory exemption and exemption alone, the for mer as the supplementary application condition, which includes the private saving and D regulations of the SEC rule 506.Registration system, the intentionofwhich is to protect investors, make manageme nt of securities issuance and operation effective.Registration system ensure that the information registered are known to the investors and provide a reference for the investment when the securities are issued.and a safeguard for the investors.And registration exemptions is also based on the opposite side of the same basis.Issuing ways of securities and the investors’ qualification(such as resource s, ability to bear risks, etc.) determine the degree to which the investors need the legal protection, so as to determine whether the registration system is suitable.Registration system is one of the main systems of securities issuance. It must be a lawfully registered securities or securities.Without exemption according to the secur ities law of 1933, the provisions of article 5,it shall not use any trafficmeans or any communication in interstate commerce means like using post, through the use of the p rospectus, or other ways to sell securities or, in sales or after delivery of securities in the above way, if not the actions shall be illegal, and will be held accountable. American securities investment advisory management law system mainly include investment advisers act of 1941, securities acts amendments of 1975, Investment Advisers Supervision Coordination Act of 1996 as well as the SEC rule 203- a- 1and so on. The amount of assets and customers the investment consultant manage determines whether the investment consultant needs to be registered.So to confirm the investment adviser and the number of customers is very import ant.American securities investment advisory management law mainly include the act of 1941 investment advisers, the amendment to the securities law of 1975, 1996 of th e act of investment consultant supervision and coordination as well as the SEC rule 203- a- 1 and so on. How much investment consultant management of assets and customer to determines whether need to register or not.To confirm whether the investment adviser to investment advisers and the numb er of customers is very important.Investment advisory title is dealed by strict rules. In investment advisers to provi de business services, business operation under the provisions of the law, in terms of it s paid for, Regulation205(1)(a) the variety of gain way performance cost of investme nt advisers, including on the basis of dividend, interest, according to the managemen t of funds or a fixed fee, but prohibited investment advisers use value-added part of th e client’s assets to charge performance fees, In daily operation, laws and regulations in the United States investment adviser, quarterly financial report, check the tally, early warning rule compliance and segmentation and reserve requirements, Also specifies t he conditional bans on customer’s behavior, such as securities collateral if any violatio n in, receive disciplinary action in accordance with the relevant provisions.Rules of the American legal regulations on the responsibility of the investment ad viser in detail, based on the provisions of all kinds of complicated situations are classi fied, and formulate the corresponding penalties, including suspension is registered, ca ncellation, and associated staff disciplinary action, etc.Article 4 the securities exchange act of 1934(a) created the SEC,The securities la w of 1933 sets all the power of SEC.The federal securities and exchange commission is responsible registrationof the issuance of securitiesand investment adviser’s registr ation; if there is any violation of the relevant legal rules oraction harmful to the interests of investors, the SEC can stop the action, such asthe command and temporary command demands offender to stop the illegal act or the action, according to the rules of the SEC or hearing. To investigate the violation o f the securities law and other relevant legal person and filed a lawsuit, civil economy a nd request the court to be punishment, or request the court issued an injunction. Rules of the American legal regulations on the responsibility of the investment advise r in detail, based on the provisions of all kinds of complicated situations are classified,and formulate the corresponding penalties, including suspension is registered, cancell ation, and associated staff disciplinary action, etc.Article 4 the securities exchange act of 1934(a) created the SECThe securities law of 1933 requires all the power and the SEC, The federal securities and exchange com mission is responsible for the issuance of registration and investment adviser registrati on work; Against found in violation of the relevant legal rules or is harmful to the inte rests of investors behavior, the SEC can stop the program, the command and temporar y command demands offender to stop the illegal act or the action, according to the rul es of the SEC or hearing. To investigate the violation of the securities law,SEC can filed a lawsuit,and request the court to be punishment, or request the court issued an i njunction.Federal securities and exchange commission, retained the state securities regulat ory commission in the relevant laws of the jurisdiction of the securities issuance, etc.There are a lot of self-discipline organization in the United States, including securities exchanges, industry groups, etc. The latter includes the American association of a securities firm.The self-regulatory organizations are under the leadership of the government and regulation, the rules and measures shall be made within the framework of law, afterwards effect shall be evaluated by the relevant regulatory agencies. Three layers of regulatory cooperation each other, have played effective roles.This article will analyze China’s legal system and supervision system for limited partnership private equity,and analysis how to improve it in China.Regulation of private equity funds should be made in our country principle, integ rate the existing legal resources, in particular, the supporting system of laws and reg ulations, formulate unified legal norms private markets, Relevant legal policies fill la w blank clear securities regulators for unification, fund association should play the rol e of self-discipline organization.
Keywords/Search Tags:Limited Partnership Private Equity Fund, Partnership Enterprise Law, Perfecting the legal system, The American association of private equity investment fund regulatory experience, Self-discipline
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