Research On The Civil Liability Determination Rules Of Intermediary Securities False Statement

In recent years,the issue of intermediaries taking responsibility in disputes over liability for securities misrepresentation has attracted much attention.In such landmark cases as "Shandong Boya","Wuyang Bond","Zhonganke","Kangmei Pharmaceutical" and In landmark cases such as "Huazhe Cobalt Nickel",the criteria for determining the liability of intermediaries and the scope of their liability have aroused widespread concern and discussion from all walks of life.In judicial practice,there are forms of joint and several liability,supplementary liability and proportional joint and several liability for intermediaries,the scale of adjudication is not uniform,and different judgments in the same case are more prominent and need to be resolved.However,the theoretical basis of proportional joint and several liability,internal and external relations,the difference between unreal joint and several liability and proportional joint and several liability,as well as the criteria for determining the liability limit of certain responsible persons need to be further clarified,so as to form the rules for determining the legal liability of intermediaries with theoretical support and practical significance In order to form theoretically supported and practically meaningful rules for determining the legal liability of intermediaries and adjudication ideas,unify the scale of adjudication in such cases,and reduce the scope of different judgments in the same case.The article is structured in three main parts.the introduction section,the body section,and the conclusion section.The introduction section is composed of the problem formulation,value of the study,literature review,research methodology,and research roadmap.The main text consists of six chapters.The first chapter mainly analyzes the current state of judicial practice of intermediaries’ liability determination in securities misrepresentation liability disputes.The statistics of the adjudication documents and the analysis of typical cases reveal the shortcomings of the application of joint and several liability and supplementary liability,because the securities market transactions are more special and the role function of intermediaries should be viewed in two parts,and the application of proportional joint and several liability is reasonable to a certain extent.The law regulates the liability of intermediaries from the model of distinguishing fault to the provisions of the full joint and several model,and summarizes and composes the current practices and experiences of the courts in applying proportional joint and several liability in typical cases,and finds the trend of identifying proportional joint and several liability of intermediaries.Chapter 2 mainly analyzes the application of proportional joint and several liability of intermediaries.From the analysis of the causes of "different judgments in the same case" of intermediaries,there are different standards for determining the liability of intermediaries in judicial practice,mainly due to the unclear legal basis,different standards for judging diligence,unclear scope of causation,inconsistent determination of liability with its scope and different elements of other related liabilities.The phenomenon of "different judgments in the same case".Chapter 3 focuses on the theoretical basis of proportional joint and several liability.The analysis from the current legislative basis examines the intermediary proportional joint and several liability in the legislative change and the intermediary proportional joint and several liability under the legal loophole filling.Secondly,from the legal theory,there are three main jurisprudential bases of proportional joint and several liability,namely,the theory of mixed liability,the theory of difference in illegality,and the theory of partial causation.Although,the above theories also have certain limitations,the justification basis of proportional joint and several liability can be explored from its reasonable part.Finally,from the perspective of the cost of violation,the position of intermediaries as "gatekeepers" and the control of liability under cost-benefit analysis,the analysis of proportional joint and several liability is a more economically efficient and fair and just choice.Chapter 4 is a detailed discussion of the legal system of securities companies in China.Firstly,this paper provides a detailed analysis of the constituent elements of proportionate joint and several liability of intermediaries,which are mainly divided into two aspects,namely fault and causation.Secondly,the types of liability of intermediaries are quantified from both fault and causation,and the rules for determining liability are sorted out.Finally,the basis of liability limit justification is discussed.Chapter 5 focuses on the analysis of the scope of duty of care of different categories of intermediaries and the differences in the determination of intermediaries’ liability.Different categories of intermediaries assume different roles.In the liability of intermediaries for securities misrepresentation,the scope of each intermediary’s duty of care should be clarified,and the intermediary’s liability should be within the reasonable scope of its role’s duty of care.Chapter 6 focuses on the defense of due diligence and internal recovery of intermediaries,which can be defended by proving that they have "reasonably investigated" or "reasonably relied" on the issuer.At the same time,it is clear that the issuer is the first responsible person,and in the event that the intermediaries are jointly and severally liable for breach of their respective duties of care,the intermediaries should only recover from the issuer,and the intermediaries cannot recover from each other.