Core Curriculum Related Guidance · Securities Law

Author: Wu Hong
Publisher:
Publish Date: 2004-03-01
Features: The Securities Law is a fundamental legal text that we must master when studying securities law courses and applying securities law knowledge. Therefore, we need to focus on grasping the spirit and core content of the Securities Law. The Securities Law highlights the principle of regulation in line with China's national conditions and international practices. The Securities Law establishes the principles of securities market operation, including: the principles of openness, fairness, and impartiality; the principles of voluntary, compensatory, and honest credit; the principles of prohibiting fraud, insider trading, and market manipulation; the principles of separate business operations and separate management; the principle of centralized and unified regulation; the principle of self-discipline; and the principle of auditing. Most of these principles are related to regulation. Some scholars have pointed out that the Securities Law has numerous provisions regarding administrative agency powers, procedural regulations, qualification restrictions, mandatory regulations, prohibitive provisions, and administrative penalties, suggesting that it is essentially a management law. The Securities Law adheres to the legislative purpose of protecting the legitimate rights and interests of investors. On one hand, it strives to ensure the quality of securities issued and listed, reduce investment risks for investors, and improve investment returns. On the other hand, it strengthens prevention and crackdowns on harmful behaviors in market transactions, such as fraud, malicious speculation, and misappropriation of client trading settlement funds, and protects investors' interests by strictly defining legal responsibilities and imposing severe sanctions on violators. The Securities Law clarifies the legal status of various entities in the securities market. It specifies the rights, obligations, authorities, and responsibilities of securities companies, securities registration and clearing companies, stock exchanges, securities investment consulting and evaluation firms, legal and accounting service providers, securities associations, securities regulatory agencies, as well as issuers and investors, ensuring that each entity operates within its defined scope, exercises its authority, fulfills its responsibilities, and realizes its benefits. The Securities Law embodies the spirit of reform and opening-up, promoting market development. Changes such as shifting from a review-based system to a approval-based system for stock issuance, transitioning from administrative pricing to market-based pricing, and implementing a more relaxed acquisition system reflect the needs of further development in China's securities market. Additionally, the Securities Law's provisions on the capital and funding of securities companies have, in practice, guided their restructuring, expansion, and legal financing to enhance their competitive strength. The Securities Law reflects the characteristics of emerging markets and places high emphasis on risk management. When the Securities Law was enacted, it coincided with the Asian financial crisis, and the lack of risk resilience in emerging markets served as a profound lesson. To strengthen risk awareness and effectively prevent and resolve risks, China's Securities Law established a series of systems, such as: separate business operations and management in the financial industry, classified management of securities companies, prohibition of credit trading, and prohibition of securities companies mixing agency business with proprietary trading. Some of these provisions are related to China's national conditions and market, while others reflect transitional characteristics. This book takes the Securities Law as its main focus, with its chapters as the core content, forming a concise tool for studying and applying the law. Structurally, it is divided into sections based on the chapters of the Securities Law. Before and after each legal provision in these sections, brief text summarizes the key points of the section, and a directory of relevant regulations is listed. Some regulations are fully included or excerpted, and several real cases are selected to further illustrate the key points of the section. The selected cases are chosen with the goal of being suitable for securities law studies, aligning closely with relevant regulations. Additionally, a bibliography of reference materials is provided at the end of the book.