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Research On Information Disclosure Of Private Equity Funds

Posted on:2020-11-09Degree:MasterType:Thesis
Country:ChinaCandidate:P Y LiFull Text:PDF
GTID:2416330623953753Subject:Economic law
Abstract/Summary:PDF Full Text Request
In recent years,private equity funds have begun to rise at an alarming rate in China,and they have quickly occupied an important share of the market capitalization of the entire capital market.As one of the main forces in the capital market,private equity funds play an important role in the fields of money market,securities market and venture capital investment.The development of private equity funds can not only meet the needs of the market,but also help reduce the existing excessive investment behavior in China.With the development of private equity funds in China,various problems have emerged.Especially in the case of private equity fund information disclosure,as a result of disclosure of information will not only increase the cost of the management of the fund manager,will cause the adverse information known to investors,will affect its private equity funds in the management and control,so fund managers are often reluctant to fully perform its information disclosure obligations,or illegal disclosure obligations,such as walking false news,etc.,make the rights and interests of investors can not get effective protection.As private equity investors usually have certain financial resources and investment experience,and can effectively obtain market information,analyze,screen and make effective judgments,it is generally believed that private equity investors have a strong ability to resist risks.However,this kind of understanding often makes people neglect the protection of the rights and interests of private equity investors,which leads to the repeated infringement of the interests of investors in practice.With the continuous development and growth of private equity funds in China,it is particularly important to standardize the information disclosure system of private equity funds and effectively protect the interests of private equity investors.This paper attempts to sort out and analyze China's leading system,based on the practice of China's private equity development,combined with foreign advanced legislative experience,improve China's private equity information disclosure system.The text of this article is divided into three parts.The first part expounds the status quo and problems of information disclosure of private equity funds in China.The second part introduces and analyzes the rules of information disclosure of private equity funds in the US.The third part puts forward the problems of private equity funds in China,and proposes to improve the information disclosure system of private equity funds in China.Your own advice.The first chapter expounds the status quo and problems of information disclosure of private equity funds in China,including the basic issues related to information disclosure of private equity funds,the status quo and problems of information disclosure of private equity funds in China.Among them,in the basic issues of private fund information disclosure,firstly,the theoretical basis of private fund information disclosure,namely information asymmetry theory and market effectiveness theory;secondly,the private equity fund information disclosure in the disclosure obligor,disclosure object The particularity of the disclosure method.In the status quo of information disclosure of private equity funds in China,it is carried out from three aspects: the establishment and development of the information disclosure system of private equity funds in China,and the standards and contents of information disclosure to investors.In the third section,the problems of information disclosure of private equity funds in China are summarized from four aspects.First,on the object of disclosure,the information needs of different investors are not differentiated according to the ability of investors to obtain information.Second,in terms of disclosure methods,the content of the general incentive rules for private information disclosure in China is not to disclose the fund information to unspecified investors in public or disguised form,but what is “open or disguised disclosure”,That is,the specific way of general persuasion,without explanation,leads to the lack of operability in reality;in addition,in the face of the impact of the Internet on the disclosure of private equity funds,China prohibits the general persuasion rules from adopting a “one size fits all” approach,prohibiting the adoption of all Internet The channel's disclosure of information about private equity funds to the public not only hinders the innovation of private fund information disclosure methods,but also deprives investors of investment opportunities to some extent.Third,in the scope of disclosure,the existing information disclosure system only requires information disclosure during the recruitment and operation phases,and does not involve information disclosure in the resale phase and exit phase of private equity funds,which is not conducive to investors' comprehensive understanding of the private equity funds invested.And judgment.Fourth,defect information disclosure responsibilities include ordering corrections,conversation reminders,written warnings,industry condemnation,blacklisting and other disciplinary actions,and no civil liability.The second chapter introduces and analyzes the rules related to the disclosure of information on private equity funds in the United States,that is,prohibits general persuasion rules and anti-fraud rules.The US prohibition of general persuasion rules is an important rule in the US private equity fund system.After continuous development and improvement,it finally became the two rules of the US private equity fund rules in the D regulations and the qualified investor system,and became the double line of defense for them,the general method of persuasion is gradually clear and detailed through a series of announcements issued by the SEC,and it has strong operability in practice.In 2012,the SEC liberalized restrictions on private equity financing for small and micro enterprises,allowing them to raise funds in a generally persuasive manner,provided that they were only able to raise funds from “approved investors”.The “existing substantive link” is an exception to the US prohibition of general persuasion rules,that is,the issuer can use general persuasion to raise funds with investors who have “existing substantive links”,which prohibits general persuasion in China.The involvement of the rules has important reference value.The anti-fraud rule is the core of civil liability for information disclosure.It consists of a number of laws and various rules promulgated by the SEC.It is characterized by the fact that the application of anti-fraud rules has nothing to do with registration,and its scope of application and applicable requirements for private equity funds in China.The establishment of a civil liability system for disclosure has a reference significance.The third chapter summarizes and analyzes the problems in the first chapter and puts forward some Suggestions.First,implement differentiated information disclosure to meet the information needs of different investors.In this regard,investors can be divided into qualified institutional investors and other qualified investors from the perspective of self-protection ability standards and standards needing protection.For qualified institutional investors,the obligor of information disclosure does not have to undertake the mandatory information disclosure obligation.When voluntary information disclosure,it can ensure that the disclosed information conforms to the standards of truth,accuracy,timeliness and integrity.For other qualified investors,the obligor of information disclosure shall bear the dual obligation of mandatory and voluntary information disclosure to natural person investors to ensure the authenticity,accuracy,timeliness and integrity of the information disclosed.Secondly,we should improve the prohibition of general persuasion rules in China.In this regard,based on the experience of the prohibition of general solicitation rules in the United States,it is clear that general solicitation is prohibited for general investors,and qualified investors who have substantial connections with issuers and managers of private equity funds are allowed to conduct general solicitation.At the same time,the regulation of Internet information disclosure can be appropriately relaxed.Third,the information disclosure requirements of resale stage,exit stage and invested project should be supplemented.Fourth,the establishment of private equity fund exclusive anti-fraud rules as the core of the civil liability of flaw information disclosure: investors can become the plaintiff of anti-fraud litigation,but not including potential investors;The obligor to disclose fraudulent information shall be at fault;To judge whether a certain piece of information belongs to significant information according to the standard of rational qualified investor;In terms of the identification of causality,the judicial interpretation of the Supreme Court mentioned above can be referred to the identification standard of causality in the liability for false statement of public issuance securities.
Keywords/Search Tags:Private Equity Fund, Information Disclosure, Investor Protection
PDF Full Text Request
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