| This dissertation is written to address the principles, establishment mechanism, operation mechanism, risk control mechanism and termination mechanism of REITs from perspectives of comparative and economic analysis. Through comparing the merits and disadvantages of foreign REITs system, we intend to seek and recommend a Chinese REITs system. The dissertation includes three chapters, and is structured as follows:Chapter One introduces the principles of REITs. It tries to present some preconditioned doctrines diagnosing the REITs system. Firstly, it discusses what the concepts and terms related to REITs refer to and what functions they contain. Secondly, it presents the configuration and operation pattern of REITs through the manner of graphs to improve the comprehension of REITs. Thirdly, it introduces the diverse categories and their characteristics of REITs, which respectively are company type and contract type, closing type and opening type, private-collecting type and public-collecting type, rights type, mortagage type and mixed type. Forthly, while drawing into the trust law, it discusses which kinds of legal relationship are included in two types of REITs, namely company type and contract type.Chapter Two introduces the origin and history of REITs. This chapter mainly discusses how have the U.S.A., Asia and China developed their REITs from the last century to now. Firstly, beginning with the origin of REITs, it analyzes the present global developments of REITs. Secondly, it introduces the courses of developments of REITs in U.S.A. and other countries of Asia, in which the history of American REITs is of the first great importance. Thirdly, it compares the development courses of Chinese C-REITs and REITs of other foreign countries to synthetically analyze their diversities and homologies and it offers the propositions of the development of Chinese C-REITs.Chapter Three is the most crucial part of the dissertation which discusses the establishment legal system, operation legal system, risk control legal system of REITs through the research manner of comparison in order to discover the optimal approaches of the development of the legal system of Chinese C-REITs.Firstly, in the establishment legal system of REITs, when U.S. Inernal Revenue Code of 1960 established REITs and provided that an entity must be qualified in structure, asset, income and contribution tests in order to be a REIT. Because the C-REITs have differences in structure, asset, income and contribution compared with those of American REITs, the present C-REITs only satisfy partially these tests, thus the present C-REITs are called quasi- REITs. It is the inevitable way to set up the Chinese REITs establishment mechanism by a special legislation and through drawing lessons from American REITs and Asian REITs.Secondly, in the operation legal system of REITs, if an entity selected to be a REIT, it will have benefits both in tax and listed companies, but it will lose its flexibilities in management, therefore, an entity must select carefully among five structures in order to obtain these benefits and to avoid any defect. Meanwhile, the following problems lying in present Chinese REITs are pointed out: lack of special REITs law and industrial funds law, lack of asset securitization law and relavent tax law, the obstacles of current trust law and real estate law. And these problems are reflected in operational practices.At last, in the risk control legal system of REITs, the risk supervision of American REITs and Asian REITs are compared with that of China, so that we may have a view of the relevant malpractices in China. |
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