Research On The Distinction Of The Main Responsibility For Violating The Disclosure System Of Large Shareholdings

The responsibility for violating the large-scale shareholding disclosure system is divided according to the purpose of the responsible entity's shareholding.This has been reached in the academic community,but how to operate and apply is still blank.Based on this,this article proposes a differentiating standard that can distinguish different stockholding purposes,distinguishing the responsible subjects into professional investors and hostile acquirers,and then pursues different levels of responsibility for the two responsible subjects and makes them subjectively malicious with the responsible subjects.Adapt to and implement the law enforcement philosophy of leniency and strictness.The first chapter of this article discusses the legal basis of distinguishing responsibilities in violation of the large shareholding disclosure system.The basis of the division of responsibilities lies in the distinction of shareholding purposes.Disclosure of different shareholding purposes is conducive to ensuring the completeness and completeness of securities market information,and is of great significance to investors' trading decisions and the market supervision of securities regulators.The large-scale shareholding disclosure system is an information disclosure system in nature.It does not intend to provide target companies with defensive weapons.At the same time,it will hold different responsibilities for different subjective malicious subjects responsible for balancing the interests of all parties in the securities market.Finally,whether it is to ensure the completeness and completeness of the securities market information or to balance the rights and obligations of all parties in the securities market,the starting point and end point are to protect the legitimate rights and interests of investors in the securities market.In the second chapter of this article,the subject of responsibility is divided into professional investors and hostile acquirers.The subjective purposes of the two are completely different.The determination of the subject is the prerequisite for further accountability.Based on a summary of the definitions and legal characteristics of the two,combined with the legal analysis of the "Shanghai Xinmei case",the author proposes a series of objective discrimination criteria,including the source of funds,the relationship of concerted action,the status of voting,and the main business information.And the changes in shares,so as to accurately grasp the distinction and definition of professional investors and hostile bidders.The third chapter of this article analyzes three common punishment measures,such as restricting voting rights,fines,and ordering corrections,to analyze the existing problems of the liability regulation of the large-scale shareholding disclosure system.The root cause lies in the severe punishment of professional investors and the enthusiasm of investment;The penalties are relatively light,and it is difficult to form an effective deterrent.Therefore,the fourth chapter of this article starts from the root of the problem,and investigates the different degrees of responsibilities of professional investors and hostile bidders,adapts them to the subjective maliciousness of the two,improves the efficiency of securities market supervision,and protects the legitimate rights and interests of ordinary investors.