Research On The Legal System Of Large Stock Ownership Disclosure In China

Since the 19 th CPC National Congress,the all-round legal leading Group led by Comrade Xi Jinping has repeatedly stressed that the reform has entered a critical stage,that the need to govern the country according to law is increasingly urgent,and that the law must keep pace with the times.With the deepening of the reform of the economic and financial system and the increasing development of the socialist market economy,the securities market has undergone great changes compared with the previous ones,and many new problems have emerged in the securities industry,such as issuance,trading,and supervision.The current Securities Law has solved many problems under the new situation,and it is necessary to revise it.At present,the revision of China's Securities Law has aroused many concerns,and the legal system of disclosure of large shareholdings Degree,as one of the most important content of revision,is also a controversial content.It is an inevitable requirement for the development of China's securities market to perfect the legal system of disclosure of large shareholdings.However,there are some defects in the design of the system,resulting in the practical implementation of the effect is not ideal in recent years.There are many opinions on this issue in academic circles,and there is no agreement on it.In addition to the introduction and conclusion,this paper is divided into four parts to analyze and discuss the legal system of disclosure of large amount of shares in China.And aiming at the legal system of large stock holding disclosure of listed companies in our country,we try to get a fool in the aspects of choice of path and perfection of concrete design,in order to seek proof from scholars.The first part briefly introduces the origin and development of the legal system of disclosure of large shareholding in China.In the process of development,it is concluded that this system is convenient for investors to estimate stock price,standardize the management of listed companies,facilitate the functions of regulators to perform their duties,and reflect the important role of this system.This paper analyzes the necessity of perfecting the legal system of large shareholding disclosure.And combs the system in our country legislation process,the concrete content and the development trend.The second chapter states the problems and causes of the current legal system of disclosure of large shareholdings in China.The existing problems and the causes of the problems are the first aspects to be understood when perfecting the legal system of disclosureof large shareholdings.The problems such as too high disclosure standard,insufficient disclosure content,lack of calculation system,weak regulation and so on are described,and the causes of the problem are analyzed from four aspects.The legislative level is embodied in the outdated legislative structure and imperfect regulations;the judicial level is reflected in the confusion of the understanding of the system in practice;the enforcement level is embodied in the administrative organ's attempt to replace civil liability with "order to correct";At the law-abiding level,investors are looking for them as economic men.Maximizing interests is highly likely to deliberately violate disclosure obligations.Through the analysis of the problems and reasons,we hope to provide the necessary ideas for the concrete design of the legal system of large-scale shareholding disclosure in China.The third chapter makes an analysis on the choice of the legal system of disclosure of large shareholding in our country.Path selection is the premise of perfecting system,different path choice will have different influence on system design.At present,the theory circle of our country faces the design path of the legal system of large share holding disclosure,there are two kinds of views: relaxation theory and tightening theory.Through a comparative study of the reasons of relaxation and tightening,and combining with extraterritorial legislation,this paper tries to find a compromise from the theoretical dispute on the path choice of the system in our country,and the adherence to the idea of neutrality is the most appropriate path choice for this system in our country.And sum up the balance of the interests of the main body of the market,avoid buying and supervision rush.Suddenly,establish disclosure and acquisition in parallel,achieve standardization and development of the four main themes at the same time.The fourth chapter puts forward the concrete design scheme of the current legal system of large-scale shareholding disclosure in our country,and carries on the concrete design from the three aspects of rights,obligations and responsibilities.First of all,legal rights should be fully protected,the trade secrets of investors should be protected,the exception of disclosure obligation should be stipulated,and the trading effectiveness of illegally increasing the holding of shares should be confirmed.Secondly,the obligation to hold shares should be specified in detail.On the one hand,the disclosure standard should be revised,the reasonable disclosure obligatory line and the subsequent disclosure obligatory line should be set,and the reporting period and the "slow-moving rule" should be amended.On the other hand,we should perfect the requirements of the disclosure of large shareholding to provide more useful information for the market;In the end,the violation of large shareholding should beaggravated.The degree of punishment of exposure system is analyzed from three aspects.In particular,civil liability should be added,such as the limitation of voting rights,civil compensation and so on.In order to improve the legal system of disclosure of large shareholdings,we should ensure that the system can play a positive role without overdoing the normal development of the market.