Civil Liability For IPO Fraud

After the surging historical process of 40 years' reform and opening up,China's capital market has been constantly learning from the scientific and reasonable overseas experience,and correspondingly improving and advancing.However,China's socialist legal system construction is not yet mature,and the security law has a strong preference for public purpose,when the interests are unbalanced and civil remedy is supposed to be provided,there comes a lack of provision.When IPO fraud occurs,administrative and criminal penalties are often well implemented,but investors suffered from interest loss cannot get efficient and reasonable protection.Therefore,this paper starts from the overall system construction and analyzes some actual cases to clarify the civil liability of IPO fraud.This paper consists of three parts: introduction,text and conclusion.The introduction includes the purpose and significance of the study,current study status,research methods and innovation points.The text is divided into the following three parts:The first part discusses the basic issues of civil liability for IPO fraud.By discussing respectively the definition of "fraud" in different disciplines,laws and regulations,I considered that IPO fraud behavior violates the same information disclosure duty as the false statement,but because of the different stage there exists nuances,meanwhile there are some differences on the purpose and function,so we cannot be simply take them as same.By analyzing of the legal and social effects of the implementation of civil liability,I considered that attention should be paid to its role in protecting investors and promoting the lasting healthy development of the capital market.Through the discussion of the nature of liability,it's concluded that the civil liability for IPO fraud should be tort liability,so as to realize the diversification of the subject of liability,the integration of legal liability,the expansion of relief and the convenience of providing proof.Through the discussion of practical significances,it's concluded that the implementation of civil liability can protect the public investors better who are in natural weakness,promote the development of enterprises and the market,conform to the inherent concept of the registered system reform and provide institutional guarantee for it.The second part discusses the composition of civil liability for IPO fraud from the perspective of subject,principle of imputation,behavior and causality.First,the subject should be distinguished to the obligatory bearers of information disclosure obligation,the auxiliary implementers and the actors who provide services for them,thus respectively subject to different degrees of information disclosure duty.Secondly,different subjects undertake different imputation principles.The obligatory bearers shall bear the principle of no-fault;the auxiliary implementers shall bear the principle of presumption of fault;and the services shall bear the principle of fault.Thirdly,at the behavioral level,IPO fraud becomes increasingly technical and hidden.Therefore,the key to judge whether IPO fraud is constituted or not lies in whether the corresponding behaviors meet the requirements of information disclosure duty.The information disclosed by relevant subjects shall meets the standards of authenticity,accuracy,integrity and timeliness,and at the same time meet the material standard,which is reflected as the rational investors standard in China.Finally,in the identification of causality,it's advisable to assume the causal relationship between the defendant's behavior and the plaintiff's loss,which can be overturned by the systemic risk identified by the security regulatory agency.The third part discusses the implementation path of responsibility.China is gradually exploring the establishment of ADR,this paper mainly analyzes the fore-compensation and supporting litigation.In terms of fore-compensation,punishments should be precise,it is only applicable in the field of IPO fraud,rather than ignoring the harm degree of behavior and use it in all circumstances.Advocacy can be carried out,but we should not put it in legislation,otherwise there may occurs improper intervention of public power,and the effects may deviates from the original intention.As for the supporting lawsuit,it's not the common support lawsuit in civil procedure law,but the special protection carried by the small investors service center.