Study On Legal Issues Of Trustee System Of Corporate Bonds In China

Bond financing is one of the important ways for companies to raise external financing.With the rapid development of China’s bond market,the risk of bond default is also increasing day by day.Since the "rigid payment" was broken,bond default events emerged one after another,causing the majority of investors to bond market credit system concerns and doubts.The healthy and vigorous development of China’s bond market cannot be separated from the sound bond market legal system.The bond market as a whole can flourish only if the confidence of a large and widely engaged group of investors is built,maintained and maintained.Corporate bond trustee system is an important means to protect the interests of bondholders in China.Its establishment plays a positive role in the management of bonds during their existence and the disposal after default.However,in practice,the system has not played its due role in China.This article attempts through the research of our country’s system of corporate bonds trustee for the status,analysis of the theoretical basis of corporate bonds trustee system,analysis the existing problems and the reasons of the system,and draw lessons from foreign legislation on corporate bonds trustee system,combining the reality of our country,put forward their own opinions and Suggestions.In the first chapter discusses the system of our country corporate bonds trusteeunder bond defaults for the status,through the "super November,debt default" case with "Wuyang debt default" case analyzed two typical cases,and points out that corporate bonds trustee system in China is still not fully give play to the role of the protection of bondholders,the reason is that the bond market in our country "rigid redemption" period,the system of corporate bonds trustee could not enough attention to by the market subjects,and the lack of work space,lead to trustee system not perfect,Consequently,the performance status of the trustee in the event of default is not satisfactory.Then it discusses the general theory of corporate bond trustee system,points out that the cause of corporate bond trustee system is to provide protection for the bondholders in a weak position,and further discusses the value function of corporate bond trustee system.The purpose of this chapter is to illustrate the role of the corporate bond trustee system and the necessity of reviewing and improving the corporate bond trustee system in China.In the second chapter,the author analyzes the crux of the trustee system of corporate bonds in China,and points out that the trustee system of corporate bonds in China still has shortcomings in four aspects: role positioning,interest conflict,responsibility setting and responsibility regulation.First of all,the trustee appeared deviation in terms of role positioning,corporate bonds trustee system originated in common law countries,introduced by the multinational after,but both countries of Anglo-American law system and continental law system country,the system of corporate bonds trustee is to build the trust relationship,but because of the lack of trust in our country soil,foundation trustee system of trust theory is difficult to establish,the legal status of the trustee biased towards the principal-agent relationship of agent,deviation shall have the meaning of the system.Secondly,there is a serious problem of interest conflict in the entrusted management system of corporate bonds in China.Through theoretical analysis and reflection on the problem of interest conflict,it can be seen that China is tolerant to the problem of interest conflict,but lacks a supporting mechanism to solve it.Thirdly,there are many unreasonable aspects in theduty setting of China’s corporate bond trustee system,such as abstract duty provisions and unbalanced rights and obligations.Compared with the duty setting of corporate bond trustee in the United States,the performance of China’s trustee tends to be more negative.Finally,it points out the deficiencies of the regulation of trustee liability of corporate bonds in China.In our country,only the administrative responsibility of the trustee is stipulated.In the third chapter,the author puts forward some Suggestions to improve the bond trustee system in China.Specifically,it is suggested that the trustee be defined as the trustee of the trust,the application of fiduciary duty should be strengthened in the trustee system of corporate bonds,and the trustee of bonds should act in the best interests of bondholders through the establishment of the duty of loyalty.It can be detailed as the regulation of the qualification of bond trustee and the prevention of interest conflict.Through the establishment of duty of care,the bond trustee is endowed with more rights,so that it can deal with the bond trustee affairs more actively.The responsibility of the bond trustee in China is gradually transformed from passively paying attention to,obtaining and transmitting information to actively acting for the interests of bondholders.Meanwhile,the civil liability investigation for breach of obligation of bond trustee should be strengthened.