Research On The Legal Regulation Of Share Repurchase For Stabilization Of The Listed Companies

The development of China's share repurchase system has less than 30 years history.There is a gap in the development of the securities market between China and foreign countries.The turbulent situation of international trade in 2018 not only undermines business confidence,but also causes panic among shareholders,exacerbating the sluggish situation of China's stock market and becoming an opportunity for the revision of the share repurchase system in the company law of 2018.While giving companies autonomy and boosting confidence in the stock market,the revision of the company law also challenges China's share repurchase system.Whether the revision can adapt to the reality of China's market or the supporting system can follow up is a problem.Among them,as a newly introduced buyback situation,share repurchase for stabilization has attracted more and more attention,and many listed companies have implemented share buyback for this purpose.As the main purpose of share repurchase for stabilization is to send to investors the signal that the market value of the company's stock is undervalued in the form of stock repurchase,so as to enhance their investment confidence.It has its particularity compared with other situations.In addition to the general defects of the share repurchase system,the problem of share repurchase for stabilization is more prominent.However,China's existing regulation "necessary for a listed company to protect the corporate value and therights and interests of shareholders" has a vague meaning.The article No.35 and No.37 of China Securities Regulatory Commission and the implementation rules published by Shanghai Stock Exchange and Shenzhen Stock Exchange only contain two situations,and the supporting legal regulation measures are not sorted out and filled in timely.To regulate the share repurchase for stabilization with a vague and incomplete legal rule may lead to the listed companies to take advantage of legal loopholes to produce fraudulent behavior and destroy the normal order of the securities market.Therefore,it is urgent and necessary to study the legal regulation of share repurchase for stabilization.In this paper the study of legal regulation of share repurchase for stabilization is based on four chapters: the basic problem of share repurchase for stabilization of listed company,theoretical analysis of legal regulations,the analysis of defects of existing rules based on the practical data,the suggestion of how to improve the legal regulation: the first chapter is going to make a clear connotation of share repurchase for stabilization,compare it with related conceptions,and discusses the basic value concept and the evolution trend of legal regulation of share repurchase for stabilization.Then study the specificity of share repurchase for stabilization compared to other circumstance to open train of thought for the next chapters.The second chapter makes a theoretical analysis of legal regulation of share repurchase for stabilization of the listed companies,due to share repurchase for stabilization is closely combined with market manipulation,but as an exception of the latter,this chapter is mainly about the illegality of share repurchase for stabilization as a foothold support,mainly analyses the criteria of how to judge illegal share repurchase for stabilization,different illegal types,and discusses the effectiveness of the illegal share repurchase for stabilization,providing theoretical premise for legal regulating system to study the problem.Combining with the practical data,the third chapter dissects the defects of the existing legal regulations on listed companies' share repurchase for stabilization,including the definition not covering all the extensions and the lack of supervision,and the conflicts and blanks between company law and securities law inregulating the share repurchase for stabilization.On the basis of the content of the first three chapters,the fourth chapter puts forward some suggestions on the legal regulation of the share repurchase for stabilization.Firstly,it defines the connotation and extension of the legal scope of the share repurchase for stabilization and the restrictions on it.Secondly,it puts forward some suggestions from the identification rules of the illegal share repurchase for stabilization to ways including information disclosure,behavior supervision,supervision measures and the connection with judicial compensation procedures that to strengthen the supervision of illegal share repurchase for stabilization.Finally,it uses investor protection as a linkage regulatory link between the company law and the securities law,clarifies the regulatory boundary between the two and fills in the legislative gaps from market access standards and other perspectives.