The Third-Party Liability Of Experts For Misrepresentation: Focus On Security Market

The system of civil liability for damages concerning misrepresentation ofsecurities is the bottleneck under Chinese securities legislation. Recently, with lots ofmisrepresentation cases were disclosed, disappointed investors have aggressivelypursued the lawyers who issued the opinions, the accountants who performed theaudits, and others who involved in deals that went sour. Under this background, thisthesis discusses the liability of experts for misrepresentation to the third parties(investors with whom the defendants do not have a contract.). The theme of this thesis focuses on two aspects: one is the legislative intentionthat "why" should professionals bear responsibility for the third-party; the other is thelegislative technique that "how" should they take the responsibility. And subsequentlyforming the system framework contains two parts with six chapters. Chapter 1 introduces the legal concepts of experts and misrepresentation, puttingstress on analyzing the cause of experts participating in the wrongdoings, and pointsout the legal design cannot eliminate the misrepresentation thoroughly; Chapter 2debates the juridical basis about the third-party liability of professionals by reviewingthe development history of contracts and torts' protection to the third party and theneed of securities information service; with that, Chapter 3 seeks the best appliedchoice for the nature of liability in China contrasting with the different regulations incontinent law and common law; after defining the special tort duty for theprofessional obligation, Chapter 4 discusses equal plaintiffs, the regulation ofliabilities due to the defendants, causation-presumption of law and loss damages;Chapter 5 puts forward the method that the contributory duty should be sharedbetween the experts and publishers by defendant's fault respectively; the finalChapter involves some suggestions for Chinese securities legislation and othercorrelative systems. The leitmotiv is finding the best perfect equity between theinvestor protection and the profession development.