Study On Legal Regulation Of Equity Crowdfunding

The equity crowdfunding has been popular in foreign countries for some years.Because of its public and small features,it has been considered as an effective solution for the financial difficulties of start-ups.However,it suffers a hard time in China.For the purpose of promoting financing of the start-ups and protect the investors,based on the features,and the fundamental theory of crowdfunding,this essay analyzes the legal obstacles and system construction.Also,the author draws lessons from the experience of foreign law,focuses on the legal status of the platform,the information disclosure obligation of the investee and the investor access system,and makes suggestions respectively.This essay is composed of the introduction and the text which is more than thirty thousand words.The text is divided into four parts:The first part is the fundamental theory of the equity crowdfunding.In this part,the author describes the concept of equity crowdfunding,and analysis the the "public" "small" features of crowdfunding.Meanwhile,the three types of subjects in the crowdfunding affect the design of crowdfunding system : the stat-ups,investor groups and the platforms.In addition,the equity crowdfunding could help the start-ups to raise capital and provide investors with material and spiritual payment.Next part the essay discusses the obstacles and risks of the equity crowdfunding in China.In this part,the author analyzes the obstacles faced by the equity crowdfunding system in the current legal system of our country,including the obstacles caused by the form of the companies and the obstacles caused by the Security Law.To solve the problems,legislator need to modify the system of China's limited liability company,and modify securities law to set up a small exemption system.The second part is the legal system of the equity crowdfunding platform.China's "private equity crowdfunding financing approach(Trial)(the draft)" defined the platform as intermediaries which is worthy of recognition;foreign legislation also establish a number of new equity institutions for intermediaries,to assume the function of information intermediary."The draft" makes some blurred rules about the platforms,such as the rule of information review obligations,rule of legal status and so on.In future,legislator may need to develop some proper rules.The third part is the construction of the information disclosure obligation of the equity crowdfunding investees.Rules in "The Draft" on the obligations are too simple,while the United States,Italy,Taiwan and other countries and regions makes detail provisions on it.The information disclosure obligations of the investees in China should be divided into two types: issue disclosure and continuous disclosure,which includes the basic information of the company,the business information,the recruiting Information on the use of funds,the issuance information,corporate governance information,financial information and other information.The forth part is about the investor access system."the draft" based on private placement obstruct investor participate the equity crowdfunding;Countries around the world rely on investment limits and investor testing to protect investors.China can construct the investor access system based on the distinguish between professional and general investors,and requires all the general investors invest not more than 10,000 yuan every year and must pass some tests.