On The Perfection Of The Legal System Of Share Repurchase In China's Listed Companies

Share repurchase originated in the western developed countries,is now a common capital operationin in Western countries.China's securities market development time later,the initial share repurchase is only used to carry out state-owned shares reduction and split share structure reform,and its other functions have not been fully reflected.With the continuous improvement of the securities market,listed companies have recognized the share repurchase in the promotion of the company's share price and optimize the company's capital structure has a positive function.Since the second half of 2015,China's stock market downturn,many listed companies actively repurchase shares,and some of them with bad purpose of the company to use shares repurchase damage to the interests of investors.However,China's existing share repurchase legislation is imperfect,it has not been able to regulate and guide the stock repurchase behavior of listed companies in China.The establishment of a sound share repurchase system,regulate the behavior of listed companies to repurchase shares,has become the focus of corporate law research.This paper consists of five parts.The first part of the introduction,it summarizes the writing background and the significance of the topic,briefly summarizes and analyzes the domestic and foreign research status of stock repurchase,and explains the research methods,research ideas and innovation points of the paper.The second part introduces the basic theory of the company's share repurchase system.First,the connotation and basic characteristics of the share repurchase system are expounded.Second,the analysis of the share repurchase system function.Positive features include raising the company's share price,optimizing capital structure,preventing hostile takeovers,obtaining tax incentives,reducing agency costs and maintaining minority shareholders' interests.Negative features include damage to creditor interests,damage to shareholders' interests,market fraud and increased corporate financial risk.The third part analyzes the share repurchase system of listed companies in the United States and Japan and its enlightenment to our country.First of all,it introduces the "safe harbor" rules,information disclosure and stock system system used in US share repurchase,as well as Japan's "safe harbor" rules and information disclosure system.Secondly,it analyzes the safety harbor rules,information disclosure system and stock system of the United States and Japan,and enlighten the legal system of stock repurchase in China.The fourth part discusses the current situation and existing problems of legal regulation of stock repurchase in China's listed companies.First of all,it introduces the current situation of legal regulation in two stages of our country.Secondly,it summarizes the existing problems of the existing share repurchase system in our country,that is,there are two problems in the unequal application of share repurchase in our country.Specifically,the scope of the purchase of shares in China is narrow and the legal provisions of the situation is not uniform.The details of the share repurchase are imperfect,including the source of funds,the quantity and price of the share repurchase,the imperfect disclosure of information,the unclear legal liability for illegal repurchase,the imperfect inventory and the existence of insider trading and manipulation of market behavior TheThe fifth part is the proposal to perfect the legal system of stock repurchase of listed companies in our country.First of all,to adjust the scope of application of the repurchase of shares of listed companies in China,including the relaxation of the legitimate reasons for the repurchase of shares and the applicable legal situation of unified share repurchase.Secondly,mainly from five aspects to improve the listed company's share repurchase system specific content.It mainly includes: restricting the source,quantity and price of the share repurchase of the listed company;further improving the information disclosure system of the listed company,that is,the law should clarify the specific content of the stock repurchase information disclosure of the listed company;increase and clarify the legal liability of the illegal share repurchase,That is,to further improve the illegal recovery behavior of the recognized standards,while the legal responsibility for illegal repurchase to refine;to further improve the stock system;learn from the United States and Japan's safe and segregation system to further regulate the insider trading and manipulation of market behavior.