On The Legal Regulation Of Malicious Reduction Of Major Shareholders

China's stock market started relatively late,and there is a big gap between the developed countries in the construction of basic systems such as market operation and supervision.However,the pace of development is staggering.With the rapid development of China's securities market,more and more problems are exposed constantly.In particular,the huge impact on the normal operation of the market caused by the malicious reduction of major shareholders is particularly prominent.In recent years,the major shareholders have frequently drastically reduced their holdings and even reduced their holdings at the top of the grid.The "clearance-type"reduction has caused the close attention of market managers and investors.Major shareholder reduction for many reasons,including improving life,buy a house to buy a car,to their children to study abroad,personal investment.Large shareholders in accordance with law and compliance reduction will not bring negative effects to the market,but some major shareholders to reduce the holdings is to take high profits,or even maliciously raise the price of shares deliberately,in the information disclosure deliberately make false statements,Omitting major information,reducing the number of holdings of illegal reduction,curve reduction,and intention to circumvent the regulatory requirements.Malicious holdings of arbitrage by major shareholders,such as the withdrawal of the precise reduction of securities and other acts seriously undermine the securities market order,causing panic investors in the market,small and medium investors will be further bearish market,holding the money wait and see,a serious lack of market confidence will lead to the development of the stock market fall into Stagnation or even backwards.Malicious holdings of arbitrage major shareholders exposed many problems,especially in the construction of securities laws and regulations deficiencies.China's legal system on the securities market can be roughly divided into three stages:the promulgation of the "Company Law" has entered the stage of development;the promulgation of the”Securities Law" has entered a stage of perfection;the comprehensive revision of the "Company Law" and "Securities Law" has prompted China Securities legal system construction has entered a mature stage.In May 2017,the China Securities Regulatory Commission promulgated the "Several Provisions for Shareholders and Supervisors of Listed Companies to Increase and Decrease Shares"of the Listed Companies.The new rules to a certain extent restrained the decline of the secondary market.However,in the long run,the major shareholder should reduce willingness still be undermining the law and they often adopt a circuitous reduction of holdings of new regulations to reduce the way,such as the lifting of the concerted action agreement.Although the types of legal liability that the existing law needs to bear in breach of the securities regulatory law include the civil liability,the administrative liability and the criminal responsibility,the structure of the legal responsibility system is relatively perfect.However,Still not enough,there is no legal deterrent to ready-to-go malicious advocates.Looking around the world and referring to the successful practices of regulating the malicious reduction of major shareholders in mature overseas markets,our country should absorb beneficial experiences and transplant or innovate the governance of the stock market in light of the unique features of China's securities market.For example,the United States 144 regulation focuses on restrictions on the sale of shares by affiliates,provides for different lock-up period,reduction of reporting rules;Hong Kong focuses on the details of disclosure and lock-up period;Germany according to the actual situation is different,Reduction of the way.By analyzing the experience of overseas regulatory reduction,we can see that only with a sound legal system can the stock market develop more steadily and promote the healthy and rapid development of the national economy.Therefore,by analyzing the existing problems of malicious reduction and reduction of new shares by majority shareholders in our country,combined with the beneficial experiences of mature overseas markets and the actual stock market of our country,we can make legal supervision on the regulation of malicious reduction of major shareholders.How to effectively combat the malicious reduction of major shareholders is a problem worthy of comprehensive study.For now,on the one hand,it is necessary to strictly implement the existing reduction rules and strike fast and hard;on the other hand,we should focus on regulating the reduction of the legal system of major shareholders Construction started.First,formulate relevant policies to guide and encourage listed companies to cash dividends,reduce the "transfer" ratio.Listed companies that can give their cash dividends have certain tax advantages and give a certain interest rate discount on the loans they use for the development of the company.Second,establish a differentiated stock reduction system.On the one hand to improve the lock-up period of shares,the rules of the sale of shares for different objects of the provisions of different reduction time limit,on the one hand to control the pace of reduction of holdings of shares to avoid restrictions on the sale of shares held by the two Market impact.Third,targeted investment in the portion of proceeds from the shareholding reduction and the withdrawal of part of it as corporate development fund.Fourth,improve the information disclosure system.Malicious holdings of major shareholders,one of the main performance is illegal information disclosure,improve the information disclosure system for the regulation of malicious reduction of major shareholders plays an important role.Fifth,to increase the legal responsibility of those who maliciously reduce the holder.Illegal Illegal Costs and Reducing Stocks for Profits A lucrative cash dividend is one of the major causes of the malicious reduction by major shareholders.Therefore,it is necessary to increase the legal liability of those who maliciously reduce their bar and make drastic corrective measures to make them daunting.Stock market governance is a long-term and arduous task.Only by improving laws and regulations in time can China's stock market play its due role.