Research On Civil Responsibility Investigation Mechanism Of False Statement By Directors In The Listed Company

China's securities market has developed since 1990s and made remarkable achievements in just over 20 years. But it also comes up with many problems though it grows vigorously. Surge in the number of listed companies, but the supervision of China has dropped behind these new situations. It emerges a large number of malignant events that violate the rights of investors in the market. The tort of false statement by directors in the listed companies is one of the most serious performances.Directors' duty is relevant to others' interest. It is significant that we stress their civil responsibility investigation mechanism. It can not only make directors to fulfill their information disclosure obligation, prevent and restrict the happening of the false statement,but also provide judicial protection of minority shareholders' interests and a theoretical support for investors to settle the dispute by law. This essay makes a research on the civil responsibility investigation mechanism of false statement by directors in the listed companies.There are four parts in this essay :The first part is a summary of the basic theory of the civil responsibility of false statement by directors in the listed companies, with the concept, the nature, the constitutive requirements, recognized standard and the significance of finding out the civil responsibility.In the second part, the author makes a brief introduction of the civil responsibility investigation mechanism of false statement by directors in the listed companies in the US, Japan and Germany and analyzes three main factors such as investors bringing a civil lawsuit against directors directly, investors having special action form, building D&O liability insurance, to inspire the legislation in our country.In the third part, the essay further draws a conclusion about the current situation of our country false statement civil responsibility investigation mechanism of a listed company director and three existing problems. It first introduces the current situation of legislation and implementation. Then it puts forward three disadvantages like prepositive procedure restriction, deficiency in the form of action and a lack of financial resource for directors to compensate investors' lost.The fourth part, it offers three suggestions to perfect our country false statement civil investigation responsibility mechanism of a listed company director. First, improve and extend prepositive procedure in two ways of extending the scope of determinate subject of prepositive procedure and explicitly stipulating administration punishment period. Second, improve and reform the current form of action in three methods of extending the scope of application in representative litigation, amending the procedure of right registration and extending the produce ways of action representative and the range of action right. Third, improve the D&O liability insurance.