Legal Integration Of Special Purpose Vehicle Of Asset Securitization In China

In recent years,with the opening and development of international financial markets,the highly anticipated financial derivatives of asset securitization in the financial crisis in 2008 gradually recovered.The essence of asset securitization is the securitization of creditor's rights.Through a series of structured design,the assets which are difficult to be realized but with stable cash flow can be financed in the form of issuing securities,which not only saves the transaction cost but also enriches financing form,which is praised as one of the greatest financial innovations in the 20 th century.The Special Purpose Vehicle obtains underlying asset from sponsor by means of “real sale”,and breaks away from sponsor's corporate credit,issuing asset-backed securities on the basis of asset credit.The unique design of the Special Purpose Vehicle is the construction of the "bankruptcy isolation" mechanism,which plays a decisive role in the process of asset securitization.This thesis intends to analyze the Special Purpose Vehicle of different legal models in asset securitization,integrate the legal basis for the current legislative status of the Special Purpose Vehicle of asset securitization in China,summarize the advantages and disadvantages of the existing system and put forward the suggestions for perfecting the system,providing legal protection and theoretical support for the good and fast development of asset securitization business in China.The whole is divided into five parts.The first part is the introduction.It mainly introduces the basic concept of the Special Purpose Vehicle,the research background and significance of the thesis,the methodology,the innovation point in the research process,and the structure of thesis.The second part is to analyze the formation modes and legal relationship of the Special Purpose Vehicle of asset securitization.Firstly,it introduces the formation mode of the Special Purpose Vehicle of asset securitization.Common formation modes of the Special Purpose Vehicle mainly include the trust-type Special Purpose Vehicle,the company-type Special Purpose Vehicle and the partnership-type Special Purpose Vehicle.This part explores the advantages and disadvantages by analyzing the characteristics of various types of formation modes.Then,this part analyzes the legal relationship between the Special Purpose Vehicle and sponsors,investors,underwriters and other service providers in the business of asset securitization.The third part is the foreign legislative status of the Special Purpose Vehicle of the asset securitization.In the United States,UK,Japan and South Korea,for example,the development of asset securitization business in the United States is the earliest and the Special Purpose Vehicle is the most mature.The asset securitization business in UK is second only to the United States,whose Special Purpose Vehicle is under the background of equity.Japan was the first country to start asset securitization business in Asia,rooted in the traditional civil law system,which can provide a useful reference for our country.South Korea's asset securitization business derived from recovery policy after economic crisis,and the government played a decisive role in developing business.The fourth part is the legal integration and the main problems of the Special Purpose Vehicle of asset securitization in our country.First of all,it introduces integration of major legal rules in the Special Purpose Vehicle of asset securitization in China,and sums up the legal rules in some common Special Purpose Vehicle modes,that is,credit asset securitization,asset-backed special plan,project asset-backed plan,asset-backed notes.This thesis analyzes the problems existing in the legal system of the Special Purpose Vehicle of asset securitization in China,the first is that the laws come from multiple departments,and the legislative level is low;the second is the defect on the legal structure of the trust-type Special Purpose Vehicle;the third is the legal barriers in front of company-type Special Purpose Vehicle.The fifth part is the perfect path of Special Purpose Vehicle of asset securitization in China.The first is to unify relevant legislation on Special Purpose Vehicle,to build the legal system of asset securitization,and analyze the optimal choice for legal basis and game analysis of special legislation,from the perspective of jurisprudence and economic analysis of law,respectively;the second is to further improve the Special Purpose Trust system,and explore the construction mechanism of Special Purpose Company.The third is to improve the credit rating system,improve the information disclosure mechanism,learn from the extraterritorial regulatory methods,improve the credit rating system of asset securitization,improve the information disclosure path,and ensure the effective communication of information.