Comparative Study On China Private Placement Law And U.S. Private Placement Law

The Private placement is a important financing method nowadays. However,private placement legislation is far from perfect in China,while economic phenomenon similar with privet placement has already rise actually.It would be an ideal way to study U.S.private placement law experience which develop most in the world,in order to outline China's relevant law.This thesis aims to give some suggestions on China private placement legislation by the Comparative Study on China Private Placement Law and U.S.Private Placement Law.Comparative and comparison study,empirical analysis and case analysis are the principal methods applied to the demonstration process in the thesis.The basic structure of the these includes the introduction,the body consisted of five chapters and the conclusion.Chapter 1:The definition of private placement.In this chapter, firstly the writer has analyzed the definitions of security,private placement and exempted from registration.Secondly,the writer has outlined and discussed a series of similar concept including private placement,public offering,small issue and private offered fund by comparison study method so as to lay the theoretical foundation for further study in the next chapter.Chapter 2:The analysis on the meaning and present situation of China private placement legislation.In this chapter,firstly the writer has discussed the legal significance of private placement.Secondly the writer has explained the advantages of private placement with the study on the develop process of private placement,and has discussed the economic significance of private placement under China's contemporary situation. Thirdly the writer has specifically studied private placement practice in China by enumerating and analyzing all private placement activities and relevant regulations in China and has made the conclusion that China's private placement law is still in chaos at present.Chapter 3:The construction process of U.S.private placement law. In this chapter,firstly the writer has explained the construction process of U.S.private placement law chronically on the basis of a brief introduction to the concept of private placement in U.S.security law.So it is presented directly and clearly that how the standard and philosophy changed during the construction process of U.S.private placement law.Secondly the writer has commented on the construction process of U.S.private placement law.Chapter 4:Opinions and suggestions on China private placement law construction.In this chapter,firstly the writer has particularly made a comparison on the system for examining and verifying the issuance of securities,the different types of securities and the respective definitions,the definition of private placement and the private placement practice based on the prior introduction to private placement in China and U.S..Secondly the writer has made the conclusion that it is possible for China to construct mature private placement law system in the future.the writes has given his suggestions about private placement legislation on security definition, examining and verifying the issuance of securities,exemption from registration,distributor qualification,the object qualification of private placement and the legislator of private placement.Conclusion:The conclusion portion has generalized and summarized the thesis' main idea,and has emphasized the necessary to learn from U.S. private placement experience and combined China's situation in order to construct China's private placement law in respond to the urgent need in China at present.