The Governance of Securities Law and the Civil Liability Types of "False Share Repurchase"
With the continuous relaxation for share repurchase of listed companies,'false repurchase'has emerged with few administrative penalties and civil compensation.In the securities market,the process of repurchase has informational and time-extended characteristics,so that a company can raise its share price and generate the risk of fraud against investors by early announcement without actual transaction.Under the trend of relaxing the repurchase restrictions of company law and shifting towards the market functionalism,it is necessary to review the false repurchase by securities law.Theoretically,fraudulent announcements have false signal and management opportunism as reasons for accountability,and the disclosure of information about repurchase also conforms the normative features of non-publicity,materiality and relevance to price under the securities laws.Based on these,when identify the liabilities,the company's behavior can be a clue to classify the false repurchase into three types respectively,which are market manipulation,misrepresentation and general tort.And then the estimation can be made in different contexts and the liabilities can be determined in accordance with respective constituent elements to provide legal basis for investors'claim.
False Share RepurchaseRepurchase AnnouncementSecurity FraudCivil CompensationTypes of Liability
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