The Construction Of Legal System Of Social Enterprise Bond Financing In China

With the development of the economy and the advancement of society,an innovative entity organization,social enterprise,has grown rapidly on a global scale and has increasingly become an important social force.At the moment when the supply side reform is emphasized and the government functions are transformed,the development of social enterprises in China coincides with the time.In view of the fact that China's social enterprises are in the early stage of development and require a large amount of capital supply,developing a bond financing path is an ideal financing option.However,China's social enterprise bond financing legal system is lacking.In fact,such a legal status cannot meet the actual needs of social enterprise bond financing.In contrast,in the countries where social enterprises have been developing for a long time,bond financing has become one of the main financing paths for social enterprises.The social stock exchanges have been gradually established in Brazil,the United Kingdom,Canada and other countries.The well-known British social enterprise have successfully issued bond financing,and the social influence bonds that meet the special needs of social enterprises have entered the historical stage.From the experience of foreign countries,social enterprises have put forward new demands for the supply of legal systems such as company law,and the legal provisions have promoted the further development of social enterprise bond financing.Therefore,China's legal system should respond to the needs of social enterprises in a timely manner.Based on the relatively mature institutional experience of some countries,we should promote and standardize social enterprise bond financing through a comprehensive and effective legal system based on the actual situation of China.In addition to the introduction and conclusion,this article is divided into four chapters.Firstly,on the basis of defining social enterprises,the necessity of social enterprise bond financing demand and legal system supply is expounded.The definition of social enterprise is the logical starting point of this paper.Then,it discusses the lack of the legal system of social enterprise bond financing in China,and clarifies the vacancies of the main norms that are conducive to social enterprise bond financing and the inapplicability of the current bond rules to social enterprises.Thirdly,we can draw lessons from the legal system of foreign social enterprise bond financing.Finally,starting from the actual situation in China,with reference to the experience of foreign legal system,the legal system of social enterprise bond financing in China is constructed.The first chapter firstly discusses the financing status of social enterprises based on the definition of social enterprises,and leads to the demand for social enterprise bond financing.Then,from the perspective of the diversity of participating entities,the particularity of financing platform and the atypicality of some financing instruments,this paper analyzes the social enterprise bond financing.Then analyze the characteristics of social enterprise bond financing.Development of the bond financing for social enterprises is of great significance,but in the face of high threshold of bond issuance system regulation,social enterprise itself unable to break through the institutional obstacles alone,and even into the market,social enterprises often face higher elimination rate than commercial enterprises,rely on policy tools cannot effectively promote social enterprise bond financing.So that social enterprise bond financing seeks effective supply of the legal system.The second chapter elaborates the lack of the legal system of social enterprise bond financing in China.First of all,China lacks the main norm that is conducive to social enterprise bond financing,and the lack of legal recognition will also affect social credibility and hinder the development of social enterprise bond financing.Secondly,the current rules of access and exit are not applicable to social enterprises.Thirdly,the current information disclosure rules have no applicability to social enterprise bond financing,and it is impossible to disclose effective information that conforms to the bond attribute and fits the particularity of the social enterprise subject,which is not conducive to protecting the rights and interests of investors.Finally,social enterprise financing instruments cannot be effectively regulated by current securities laws.Based on the above analysis,the legal system of social enterprise bond financing in China is extremely scarce compared with the system supply that the law should provide.The third chapter divides the mature legal system of social enterprise bond financing in foreign countries into three dimensions: Firstly,at the level of legal subject system,the model of establishing the legal subject status of social enterprises can be divided into the creating legal entity represented by Britain and the United States,and legal certification represented by Korea.In terms of social stock exchanges and their institutional design,this paper selects Social Securities Exchange,Social Venture Connection and Impact Exchange.Then this paper compares the social stock exchanges and its institutional design.In the effective regulation of financing instruments,this paper discusses in detail the development of social impact bonds in the United Kingdom,the United States and its related legal system.Through the summary research on the foreign social enterprise bond financing legal system,it can be concluded that the legal system for constructing social enterprise bond financing is mainly divided into the following parts: the legal subject system is indispensable;establishing a special platform and its access,exit rules;building a sound information disclosure system;finally,by establishing a legal norm with “inclusiveness”,the new foreign bond financing instruments will be brought into the scope of legal adjustment.Based on the actual situation of China and the status quo of legal regulations,the fourth chapter constructs a legal system for social enterprise bond financing in China.This paper divides the construction of China's social enterprise bond financing legal system into: Firstly,establishing the main norm that is conducive to social enterprise bond financing.The suggestion can be divided into “two steps”: at present,China's social enterprises are still in their infancy,they can be included in the existing rules;when China's social enterprises develop to a more mature stage and the individual stocks are more substantial,special legal entities can be created to give social enterprises a unified financing subject qualification.Secondly,under the current legal and regulatory framework in China,a bond financing platform exclusively for social enterprises should be set up,regulated by departmental regulations,and the bond financing platform of social enterprises should issue rules to set up access conditions and exit mechanism.Thirdly,a comprehensive information disclosure system should be established,the information disclosure regulations that fully conform to the nature of bonds should be established at the legal level,meanwhile,according to the particularity of social enterprises,the influence dimension should be included in the information disclosure through the rules issued by social enterprise bond financing platforms.Finally,in order to effectively regulate the typical bond instruments issued by social enterprises and the alienated bond instruments that meet the special needs of social enterprises,a unified and effective upper-level law should be established.On this basis,introducing a general definition similar to the “investment contract” will incorporate more financing instruments that are refurbished in social changes into the scope of adjustment of China's securities laws.