On The Revealing Date Of False Statements

In March 2020,with the promulgation of the new "Securities Law",my country’s capital market is gradually ruled by law and marketization,and the securities regulatory system tends to be strict and complete.This reflects the current my country’s continuous establishment and improvement of my country’s information from legislative,law enforcement and judicial levels.Disclosure of efforts and measures made by the system.Among them,in the process of focusing on cracking down on securities misrepresentation,more and more listed companies and other information disclosure obligors are required to bear the responsibility for compensation due to the misrepresentation,and the determination of the disclosure date in the misrepresentation of securities has naturally become This is an important part of the people’s courts in the trial of securities misrepresentation disputes.As an important time node,the disclosure day is related to whether investors are eligible for compensation and the scope of compensation,and plays an inestimable role in investor rights protection.Regarding the current status of legal regulations regarding the identification of the disclosure date,vague legal provisions are likely to cause inconsistencies or even contradictions in the identification of the disclosure date.There are disputes in both theory and practice regarding the identification of the disclosure date.Therefore,it is necessary to thoroughly explore the legal significance of the disclosure day,exhaust the current manifestations that may be identified as the disclosure day,explore the commonality behind the identification of the disclosure day,and discuss a set of reference and Practical identification rules.Regarding the legal significance of the disclosure date in securities false statement cases.From a macro perspective,the identification of the disclosure date is an inevitable requirement for the realization of the rule of law in the securities market.First of all,the realization of the legalization of the disclosure date conforms to the principles of voluntary,paid and fair trading in the Securities Law.By increasing the illegal cost of information disclosure obligors,weakening the fluke of obligors to evade legal accountability,warning obligors to strictly implement information disclosure behaviors in compliance with laws and regulations,and thereby reduce the economic losses suffered by investors due to false statements.Secondly,the disclosure day not only represents a time node,but also serves as the disclosure of misrepresentation.By making false statements that mislead investors to make investment decisions,it is true and public,and investors are encouraged to make investment decisions again.Squeeze out artificial irrigation caused by false statements.From a micro perspective,the disclosure date is an important time node that affects the determination of the causality of securities false statements.Although my country currently does not distinguish between transaction causality and loss causality.However,the setting of the disclosure date can presume that investors are making investment decisions based on trust in false statements in terms of transaction causality;in terms of loss causality,it can further determine the scope of losses suffered by investors.Regarding the manifestation of the disclosure day in judicial practice.In view of the fact that there are many manifestations of the disclosure of false statements in the securities market,the people’s courts may use it as the disclosure day during the trial process:(1)The announcement date of the "Notice of Investigation by the Securities Regulatory Commission";(2))The day when the "Advance Notice of Administrative Penalty" was announced;(3)The day when the listed company announced the decision to receive the administrative penalty;(4)The day when the listed company received the announcement of the administrative supervision measures;(5)The day when the media reports were released;(6)The listing The company’s self-disclosure date.By discussing the opinions of the judgement recognized by the court,the reasoning part is briefly sorted out,which is beneficial to discuss and establish the specific determination rules of the disclosure day.Regarding the specific rules for identifying the disclosure day.The performance of each trial court exercising discretion in determining the disclosure day is that when faced with multiple time points that may be recognized as disclosure days,due to different priority and focus factors,it is easy to lead to different judgments in the same case the phenomenon appears.Therefore,there is an urgent need to establish specific rules for determination while grasping the overall understanding of the disclosure day.The specific determination rules should be based on a legal basis,and the investigation factors should be sorted on a basis.This article tries to put forward the order of the factors to be investigated as follows:(1)Significant factors;(2)Initial factors;(3)Main factors;(4)Certainty factors;(5)Stock price fluctuation factors.First,as a key factor in determining the causal relationship between misrepresentation and investor damage,materiality factors should be the primary judgment factor.The significance of the disclosure day lies in the warning of risks,and the significance inspection is the primary criterion for measuring whether the disclosure constitutes a risk warning.Second,from the investor’s point of view,the primary factor as the second investigation factor can determine the investor’s claim scope within the maximum range.Third,the investigation of the subject factor includes the investigation of the authority of the administrative department and the media.The authority is to judge whether the disclosed information is trustworthy from the perspective of investors.Fourth,the investigation of certainty is based on the consideration of balancing the interests of multiple parties in the securities market,and the relatively certain determination standard is helpful to avoid rigorous information disclosure obligors to assume risks other than false statements.Fifth,the reason for the final consideration of stock price volatility is that the first four factors will all take stock price volatility as a necessary condition for the investigation.If it does not constitute the first four factors,then it is meaningless to directly consider stock price volatility.