Research On Legal Regulation Of Chinese Depository Receipts

With the deepening of the internationalization of China’s capital market and the need for greater openness and deeper courage,China has also been exploring accordingly.It has been a long time for Chinese scholars to discuss the theory of depository receipts as a financial instrument.And bear the expectations of China’s securities market depository receipts new regulations,in 2018 intensive introduction,clear in China will carry out depository receipts pilot.As a system design to facilitate the return of high-quality red-chip enterprises to A stock financing,depository receipts can better deal with foreign exchange control,profit requirements and other obstacles,is a better choice under the minimum change of the current system in China.The introduction of the new regulations is encouraging,but the legal regulation of our country has no corresponding regulatory experience,for some ambiguity in the new regulations,we need to give full play to the regulatory and academic wisdom,clear to help the pilot good implementation.As the first financial instrument,the legislation and supervision of depository receipts in the United States have developed into a more mature state,which can be used for reference in China.This paper will analyze the current situation and existing problems of the legal regulation of depository receipts in China,and compare the legal regulation of depository receipts in China and the United States.The purpose of this paper is to take the new rules of depository receipts as the starting point,deeply analyze the existing problems of depository receipts legal regulation,and combine the reference to the legal regulation of depository receipts in the United States,and then optimize and perfect the legal regulation of depository receipts in China from many aspects.Chapter Ⅰ:This part studies an overview of depository receipts in China.First of all,make clear the concept of depository receipts in China,and briefly summarize its operation mode.Secondly,the development process of depository receipts in China is systematically expounded,which is mainly divided into several time nodes in the early 21st century,2009,2016 and 2018 for detailed combing.Thirdly,it has obvious advantages to analyze the destruction of the financing barrier in the pilot enterprise and to clarify that it can avoid the obstacle to realize the financing purpose.Finally,the paper analyzes the significance of depository receipts to China’s capital market,pilot enterprises and investors in China.Chapter Ⅱ:This paper systematically introduces the current situation and problems of the legal regulation of depository receipts in China.First of all,the current regulations on the issuance,supervision and investor protection of depository receipts in China are sorted out and introduced.And then,The problems of depository receipts in China are clarified,one is that there are three aspects of supervision principle,supervision ability and supervision cooperation in supervision,the other is that there are four aspects of conversion mechanism,information disclosure,litigation relief and delisting mechanism in investor protection.Chapter Ⅲ:This paper introduces the legal regulation of American depositary receipts.First of all,this paper introduces the development of depository receipts in the United States,mainly expounds its classification and issuing trading mechanism.Secondly,the regulatory mechanism of American depository receipts is explained,mainly including the legal regulatory system composed of the Securities Law of 1933 and the Securities Exchange Law of 1934.Thirdly,the regulatory mechanism and its characteristics of American depository receipts are introduced,including:regulatory principles,regulatory experience,regulatory cooperation and special measures for investor protection.Finally,from the two aspects of supervision and investor protection,we compare Chinese depository receipts with American depository receipts.Chapter Ⅳ:According to the practical experience of depository receipts in the United States,the legal regulation of depository receipts in China is improved from many aspects.First of all,improve the legal regulatory framework,specifically reflected in the adjustment of regulatory principles,enhance regulatory capacity,do fine regulatory cooperation mechanism.Secondly,improve the investor protection measures,mainly including clear deposit and trust certificate conversion mechanism,strengthen information disclosure,protect litigation rights and clear non-qualified pilot enterprises delisting mechanism.In the process of writing this paper,two kinds of research methods are mainly used:one is the literature research method.Through a large number of search journal papers in the knowledge network,the legal regulation of depository receipts in China is systematically studied,which provides abundant information for the writing of this paper,and the corresponding perfect suggestions can be put forward through systematic combing and problem analysis.The second is comparative analysis.With the help of HeinOnline database and Westlaw database,the author can have a systematic understanding of the development and supervision of depository receipts in the United States,so as to provide a good reference for the Chinese depository receipts in the initial stage after comparing them.