Research On The Civil Liability Of Accounting Firms In Securities Misrepresentation

The full implementation of the stock issue registration system is an important measure to implement the Party’s 20 Great spirit and comprehensively deepen the reform of the capital market.How to escort the promotion of registration system reform is a major topic that the legal field needs to study at present.At present,in securities false statements,our country has started to expose scene of the shortage of legal supply.Specifically,legislation in our country has basically built a civil liability system composed of "Civil Code","Securities Law","Company law","CPA law","National auditing Standards" and some judicial interpretations.However,the liability system still has different legislative provisions on accounting firms to bear civil liability,there are conflicts.The problem that the stipulation of joint and several liability of accounting firm is too rough.In the judicial aspect,through the empirical investigation of several civil cases of false statements by accounting firms,it can be found that there are problems of different judgment principles and standards in the judicial circles in the identification of accounting firms’ civil liability in such disputes,and the final result is generally too high.Accounting firms often bear huge compensation of tens of billions of yuan due to small mistakes within their responsibility,which obviously does not conform to the principle of "appropriate fault and responsibility" and is not conducive to the healthy development of the securities market.Based on the experience of foreign legislation and judgment,we should think that the introduction of "proportional joint liability" is of great benefit to solve the problem of civil liability bearing of accounting firms.But the application of proportional joint liability brings new problems:first,whether the application of proportional joint liability has legal basis and jurisprudential basis;Second,how to determine the proportion standard of specific responsibility.The above issues are not only highly controversial in the judiciary,but also in the academic community.Through in-depth theoretical research,the application of proportional joint and several liability in false statement cases should follow the following ideas:In terms of legal basis.Firstly,the theory of "semi-superimposed separate torts" is introduced to reshape the types of torts of accounting firms.The tort of the accounting firm in the false statement of securities belongs to the infringement of several people who have no intention to contact.In the false statement of securities,the issuer’s cause force for the occurrence of the damaging consequences is 100%,while the accounting firm’s cause force for the occurrence of the damaging consequences is generally less than 100%.The causative force of the issuer’s tort partially coincides with that of the accounting firm.Therefore,environmental pollution torts can be classified as semi-superimposed separate torts by analogy.Secondly,through the theory of "semi-superimposed separate torts",this paper gives a reasonable explanation of "proportional joint liability" advocated by "proportional joint liability",which "allocates proportional liability according to the different"contribution degree "of each doer,so as to find a legal basis for the application of proportional joint liability.In terms of specific application.The liability structure of "proportional joint liability,supplemented with full joint liability" is adopted,and "proportional joint liability" is applied to the accounting firm’s negligent behavior.For the behavior of"intentional" false statement,due to its subjective malignancy,the issuer shall bear all joint and several liability as a supplement to the proportional joint liability.In the determination of the standard of"proportional joint liability",combined with the composition of semi-superimposed torts,the proportional joint liability is classified into unclear causality,unclear distribution of damages and compound.On the basis of categorization,combined with subjective and objective components,from the level of "subjective fault" and causality ",the stepped proportion of liability division is determined,and then the two levels of liability proportion is combined according to the cause force accounting for 50%of the total tort,combined with the significance of the scope of obligations and other aspects to make a quantitative analysis.While clarifying the standards for assuming responsibility,we should make the standards more objective and scientific.Finally,when measuring the specific liability share of proportional joint and several liability,the principle of investor protection and other influencing factors such as the financial status of listed companies should also be taken into account.In the end,while protecting the interests of investors,the excessive pressure of accounting firms should be avoided,information disclosure should be standardized,and the reform of the registration system of stock issuance should be promoted.