The Research On Civial Liability Of Listed Companies And Related Subjects For Breach Of Public Commitments

Contradictory to the current large number of public commitments in the securities market that cannot be fulfilled properly and in a timely manner,there are almost no judicial cases that compensate investors for their damage.After the new Securities Law came into effect,investors’ losses caused by the breach of public commitments by listed companies and related entities have become a new independent litigation ground.However,the provisions of the Securities Law on this responsibility are still rough,and many problems that have arisen in theory and practice have not yet been resolved.In practice,there are many entities with public commitments in the securities market,with various forms and complicated contents.However,in general,it can be considered as an arrangement for listed companies and related entities to independently decide on future events.Public commitments can be divided into four types:reaffirmation of statutory obligations,the content of contracts,predictive information,and unilateral promises..The current absence of civil liability for breach of public commitments has both the particularity of public commitments and the general ills of civil liability for securities in China.In order to make full use of the existing legal resources,a civil remedy channel with unilateral promises as the core should be constructed,and fraudulent commitments and non-fraudulent commitments should be distinguished to provide a complete and clear basis for claims for civil rights protection.Fraudulent commitments can refer to the liability system of false statements,and tend to construct investor protection in terms of causality and liability principles.Violations of non-fraudulent commitments should be treated as general securities infringements in order to achieve a balance between the promisee’s commitment and investors’ own risk.