| According to the Provisional Measures on Underwriting for Public Offering of Securities set by China Securities Regulatory Commission on December 28th, 2003, the sponsor system for public offering of securities has been in effect since February 1 st, 2004. This system aims at creating an effective mechanism between securities dealers and listed companies featured by clear liability, mutual supervision and sound interaction. It puts a linkage from the continuous honesty of the listed companies after issuance and listing to the sponsors; moreover, it sets up relevant liability tracing regulations, namely the liability of sponsors. The sponsors should take responsibilities for the third party's loss (investors) caused by the listed companies underwritten by them providing false, misleading or missed information. This is a strict continuous related liability, serving as the core of the sponsor system. As for the deepened reform of issuing system carried out by the China Securities Regulatory Commission, it is a critical measure to enforce the sponsor system for public offering of securities in the securities market, and enlarge the sponsors' liability, and also a powerful clue to protect the third party's interests, which is the foundation of market, and safeguard the market.Referring to the experience in Hong Kong Growth Enterprise Market, China has introduced into the mainland the underwriting for public offering of securities and sponsor's liability, orienting from the perspective of saving supervision resources for the securities supervision branches, and putting more emphasis on the liability of the investor banks (listed companies). Few foreign countries really pursue the underwriting for public offering of securities and regulation of underwriter liability, let alone pursue them in the main market. This dissertation reveals the author's great interests in the underwriting for public offering of securities and liability of the sponsors, especially in the pioneering issue of the sponsors' civil liability for the third party. This is due to the fact that the author has been tracing and studying the fraud liabilities and liability bodies in the securities market these three years. Before China introduced such a system, we could see from one fraud case about a listed company, people seemed only interested in how to trace the liability of intermediary service organizations such as the certified public accountants and lawyers, but they seldom concluded the liabilities to the securities companies in such fraud cases relating the listed companies. As the most important intermediary organization in the securities market, and the main participant also, qualifies securities companies should have assurance for the quality of the listed companies that it makes and recommends, as well as its information. If false, misleading and missed information causes in the loss of the third party, the securities companies... |
