Research On The Issues Of Information Disclosure Of Listed Companies'Share Repurchase And Its Regulation

The information disclosure system for share repurchase of listed companies is an important means to establish a fair,just and open stock market order,and an important way to achieve optimal allocation of resources,and an important prerequisite for protecting investors' rights and interests.The newly revised "Company Law" in 2018 further expanded the scope limit of share repurchase.In January 2019,the "Regulations" detailed and detailed the contents of the share repurchase,which gives the shares of China's current securities market.The repurchase has had an important impact.Judging from the role of share repurchase,the newly revised "Company Law" in 2018 fully gave the stock repurchase market vitality.On the one hand,it expanded the scope of share repurchase,and on the other hand,relaxed the principle prohibition to some extent.The principle of "exceptional permission",so in 2018-2019,there have been a large number of share repurchase cases,and there are various problems that need to be further improved and solved.At the same time of the explosive share repurchase,from the perspective of regulators,it is necessary to closely monitor and manage the authenticity,rationality and necessity of share repurchase;from the perspective of listed companies,it is necessary Relevant information in the share repurchase process is disclosed in a timely and complete manner.Compared with the share issuance,the share repurchase implementation procedures and information disclosure content have their own particularities.Therefore,the share repurchase cannot impose the relevant laws and regulations on the share issuance information disclosure system.At present,the legal basis for China's direct share repurchase mainly includes: the “Repurchase of Shares(Trial)” in2005,the “Administrative Measures on Information Disclosure of Listed Companies”in 2007,and the Shanghai Stock Exchange and Shenzhen Stock Exchange in January2019.The “Share Repurchase Regulations” issued.The author believes that the legal system for information disclosure system of China's share repurchase is still not perfect.Laws and regulations need to further clarify the procedures and content of share repurchase information disclosure.In the absence of the rules for disclosure of shares repurchased by the times,the order of the stock financial market will be disordered,investor confidence will be insufficient,and the legitimate rights and interests of creditors and shareholders will be difficult to protect.In order to further explore the information disclosure system of listed companies' share repurchase,the author specifically interprets from four aspects.The basic structure of this paper is as follows:The first chapter is about the status and problems of the disclosure of share repurchase information of listed companies in China.On the one hand,it enumerates the legislative status and implementation of China's share repurchase system;on the other hand,it analyzes the problem of information asymmetry,subject responsibilities and content disclosure is not clear and detailed,and there are serious violations of law and information.The second chapter regulates the content of information disclosure in the share repurchase of listed companies.Firstly,it expounds the particularity of information disclosure of share repurchase proposal,and then demonstrates that it is necessary to detail and refine the content of share repurchase information disclosure.Secondly,before refining the content,it is necessary to determine in the process of share repurchase.The specific implementation procedures exist;again,the content that should be disclosed should be discussed according to different implementation stages.The third chapter clarifies the division of responsibilities of the relevant information disclosure subjects.First,it analyzes in detail the scope of different obligations in the share repurchase,including the company,the secretary of the board of directors,the directors and the board of directors,the supervisors and the board of supervisors,senior management,actual controllers and controlling shareholders,as well as accounting firms and law firms.Secondly,the information disclosure obligation of the information disclosure subject in the process of share repurchase is refined.The fourth chapter strengthens the accountability of information disclosure for violations of laws and regulations.The author mainly analyzes from two aspects,at the regulatory level,establishes an effective information disclosure accountability mechanism;at the institutional level,attempts to improve the system regulation of illegal and illegal information disclosure,on the one hand,analyzes the delay disclosure in the repurchase process,False disclosure and regulation of incomplete disclosure,on the other hand,analysis of behavioral regulation of insider trading and operating markets using undisclosed news that is easy to exist in share repurchases,in an attempt to reduce the occurrence of illegal and illegal information disclosure.