The Research On Legal Responsibility Of Sponsor In The Background Of IPO Registration

The Third Plenary Session of the 18th CPC Central Committee established the goal of "improving the proportion of direct financing" through the "reform of the stock issuance registration system" and the "multi-channel promotion of equity financing" in 2013.On November 30 of the same year,the SFC formulated and promulgated the Opinions on Further Promoting the Reform of the Issuance System of New Shares(hereinafter referred to as the "Notice on the Issuance of New Shares")through extensive solicitation of opinions from various sectors of the community and up to six months of expert discussion."Opinions" on the IPO system reform in the policy has been standardized.The sponsor system,which is closely related to the IPO system,has also aroused heated discussion among the social circle and academic circle.The core of the discussion is the legal responsibility of the sponsor in the background of the IPO registration system.This thesis focuses on the issue of how to improve the legal responsibility of the sponsor when the IPO registration system is reformed.First of all,by introducing the domestic and international classic fraud cases,the thesis attends to analyze the duties and legal responsibility problems of the mainland China's current IPO sponsor.Drawing the conclusion that the sponsor and other participants in the scope of duties is unclear,mainly in the following three aspects:the " dual sponsor system" leads to the disapproval about" heavy person light company ";"strict liability sponsor led"model causes the confusion of responsibility between sponsor and other intermediary agencies;compulsory sponsoring leads to regulatory duplication;in addition,the administrative responsibility,civil responsibility and criminal responsibility of the sponsor responsibility are not enough scientific and perfect and other issues.After 2013,though the regulators intended to increase the punishment of the sponsor,which still did not have a deterrent effect on the sponsor,and the securities market still frequently outbreak some illegal events of the sponsor.Therefore,by comparing the legal responsibility of the life-tenure system of the sponsor in the British,the"Assorted" of the legal responsibility of the sponsor in the NASDAQ market of the United States and the legal responsibility of the sponsor in Hong Kong in the year of 2012 and some other mature legal responsibility of the sponsor,this thesis comes up with that the duties range of the sponsor and the legal responsibility of the sponsor should be made clear under the background of the mainland IPO registration system.Firstly,it is important to clarify the duties range of the sponsor under the background of the mainland IPO registration system,and put forward how to allocate the duties between the sponsor and the sponsor representative properly;secondly,it is necessary to clarify the duties range of the sponsor and other intermediary agencies and distribution company;thirdly,it is high time to clarify the duties between the sponsor and the regulators in order to avoid the repetition of the duties range of the sponsor and the regulation;lastly,it is significant to reconstruct the sponsor system of registration.Concerning how to perfect the sponsor's administrative responsibility,civil responsibility and criminal responsibility,the first thing is to increase the sponsor's administrative responsibility,mainly to reinforce the property penalty and the ban of the market;secondly,to improve the sponsor's civil responsibility,to put forward after the first chase after the pursuit of accountability model,to introduce the securities group lawsuit system and to perfect the sponsors liability risk insurance mechanism.Finally,to carry out the sponsor's criminal responsibility,on the basis of the new rules of reform in Hong Kong,some suitable criminal charges in respect to the fraudulent conducts of the sponsor should be added in criminal law,at the same time,the accuser should be responsible for prosecuting the prosecution of strict violations.In a word,the aim of perfecting the legal responsibility of the sponsor under the background of the IPO registration system should be achieved as soon as possible.