| With the official opening of the scientific innovation board and the revision of the securities law,the stock issuance system with the information disclosure system as the core has officially changed from the "approval system" to the "registration system",and China’s securities market has taken a key step in the construction of marketization.In this context,the roles and functions of securities regulatory authorities and professional intermediaries have undergone a series of changes.Specifically,the securities regulatory authorities will weaken their regulatory responsibilities in market trading activities and focus on post supervision;Professional intermediaries will really assume the role of gatekeeper of information disclosure of issuers or listed companies and become one of the protagonists in the securities market.However,in practice,the number of misrepresentation cases of listed companies has increased year by year,and most of them involve the dereliction of duty of professional intermediaries.Many intermediaries have been sued by investors.Chinese courts are facing great difficulties in hearing such cases because of the large number of cases and strong professionalism.Starting from practical cases,excavating the difficulties in the judicial identification and Realization of civil liability of misrepresentation of professional intermediaries in practice,and exploring the identification of civil liability of litigation related cases of professional intermediaries have important theoretical and practical significance for perfecting the civil liability system of professional intermediaries in China and promoting the development of relevant practice.In dealing with the civil liability of Securities Misrepresentation of professional intermediaries through judicial procedures,fruitful achievements have been accumulated at home and abroad.Under the background of the reform of the registration system and the review responsibility of professional intermediaries,the civil liability system of professional intermediaries should also be continuously improved to meet the needs of reform and let professional intermediaries really play the role of "gatekeeper" of the securities market.To achieve this goal,how the judiciary judges the civil liability of intermediaries undoubtedly has a direct impact on the behavior of intermediaries.The identification and resolution of civil liability of professional intermediaries for Securities Misrepresentation by judicial organs are based on relevant theories and institutional norms.At present,the three mainstream theories on the civil liability of professional intermediaries in China’s theoretical circles,as well as the provisions of relevant substantive law and procedural law,have laid a certain foundation for the judiciary to deal with the civil liability of Securities Misrepresentation of professional intermediaries.From the empirical level,there are more or less problems in the judicial practice of civil liability of professional intermediaries in China in the identification and distinction of intermediary liability,the realization of intermediary liability and dispute resolution system.In view of the many problems existing in the current judicial practice,we should improve it from the following aspects.First,we should refine the standard of diligence and due diligence of intermediary institutions and introduce appraisal mechanism to solve the problem of fact determination of intermediary institutions’ responsibility;Second,on the boundary of civil liability between intermediaries,we should distinguish the scope of responsibilities of intermediaries in all links,and maintain the reasonable trust between intermediaries;Third,measures should be taken to establish a special financial account of equity fund,improve the securities investor protection fund system,and establish a liability insurance system for professional intermediaries to ensure the realization of civil liability of intermediaries;Fourth,we should improve the representative litigation system and build a diversified dispute resolution mechanism to solve the problems of lack of judicial resources and long litigation cycle in the identification and handling of civil liability for misrepresentation by professional intermediaries.The comprehensive adoption of the above measures can provide better support for the judiciary to better deal with the civil liability of professional intermediary structures. |
