Study On Civil Liability System Of Program Trading In Securities Law

In recent years,procedural transactions have triggered a series of unusual events.Investors have suffered a certain amount of losses,and the order of the securities market has also been destroyed to some extent.Therefore,all countries have placed programmatic transactions under legal regulations.The current laws and regulations in China mainly focus on administrative penalties and criminal sanctions for procedural transactions,and lack specific provisions on civil liability for programmatic transactions.Although the Securities Law(Revised Draft)clarifies that the procedural trader that disrupts the market order needs to bear the liability for compensation,the specific compensation standards are not clearly defined in the article.In addition,most of the theoretical studies are based on the perspective of risk control and supervision of programmatic transactions,and less attention is paid to the civil liability system of programmatic transactions.Based on this,the article expounds the necessity of the programmatic transaction civil liability system from various angles,and on the basis of analyzing the theory of programmatic transaction civil liability,puts forward the principles and specific rules that should be followed in perfecting China's programmatic transaction civil liability system.The necessity of programmatic transaction civil liability system is mainly reflected in four aspects:First,the maintenance of transaction security.If the transaction speed of the programmatic transaction is too fast,it is easy to form an abnormal transaction.The civil liability system of the programmatic transaction can prevent the occurrence of abnormal trading behavior through the form of pre-determination and achieve the purpose of maintaining transaction security.Second,the protection of fair transactions.The allocation of technical resources for programmatic trading impacts the fairness of transactions,and the procedure-based transaction civil liability system can guarantee the equivalence of investors' rights and obligations and achieve the purpose of protecting transaction fairness.Third,protect the legitimate rights and interests of investors.When investors are infringed due to programmatic transactions disrupting the market order,the programmatic transaction civil liability system compensates investors for losses through the form of after-sense accountability.Fourth,the responsibility system for the parallel of civil liability,administrative responsibility and criminal responsibility is formed.When assigning legal responsibility for the losses caused by programmatic transactions,public law liability cannot replace civil liability,and according to the modesty of criminal law,civil liability should be given priority.The position of programmatic civil liability is the premise of perfecting the procedural civil liability system.The non-contractualization tendency of securities transactions,the transaction mechanism of continuous bidding,and the judicial practice of civil compensation for existing securities can all confirm that the civil liability of programmatic transactions should be tort liability.Procedural transactions themselves do not have the attributes of legal personality.They are merely tools used by natural persons,legal persons,or unincorporated entities to conduct securities transactions.Therefore,these legal subjects should be responsible for their actions.Given that the fault of the program trader is difficult to judge,and the losses caused by it are objectively present,the principle of liability imputation is that the principle of fault presumption is more reasonable.When determining the causality of the civil liability of a programmatic transaction,it is necessary to first apply the "very causality theory,to make judgments,and then correct the inadequacy of the" statutory purpose statement ".The perfection of the civil liability system for programmatic transactions in China should follow the principles of transaction security,fairness in trading,and investor protection.On this basis,the specific rules for civil liability are improved.In determining the subject,it should be clearly stated that the right holder who accepts the compensation does not necessarily use his good faith as a necessary condition;the indemnity obligor is a procedural trader that disturbs the market order or provides a programmatic transaction service provider.The principle of liability of the responsible party should be treated differently,and the size of the fault should be presumed by whether the procedural trader fulfills the obligation of filing or information disclosure.In determining the specific circumstances that establish a causal relationship between a programmatic transaction and a damage result,technical and non-technical factors should be distinguished.In determining the damages,the actual loss to the investor shall prevail.