This book takes a law and economic approach to examine the securities law enforcement in China and provides an in-depth empirical analysis on the enforcement inputs and outputs. In contrast to previous studies, it systematically collects a large sample of judicated securities fraud cases and public sanctions as disclosed by the listed companies. The enforcement regime is further divided into the private enforcement exemplified by the civil litigation imitated by harmed investors and public enforcement by sanctions proceedings initiated by public agencies. Academic researchers, policy makers and practitioners, who are interested in the securities market and regulation could find the information provided in this book interesting.

This book assembles the world's most authoritative specialists for a comparative analysis of the enforcement of corporate and securities laws in thirteen national jurisdictions. It examines the enforcement of corporate and securities laws across the globe and across different legal and political systems from an in-depth comparative perspective.

This book offers the first detailed analysis of Chinaand’s insider trading law, explaining what constitutes insider trading in China and what the consequences of unlawful insider trading might be there. More importantly, it suggests ways in which the law might more effectively prevent the occurrence of insider trading in the first place. Among the elements of the legal framework addressed by the author are the following: and• Who benefits from insider trading and• The issue of when information becomes public and• A comparative law treatment of the underlying theories of insider trading liability and• Private civil liability and• Damage caps and• Measures of recovery The authorand’s approach focuses on Chinaand’s readiness to adopt foreign ideas without adequately assimilating them into the local context. In this connection, he sets out valuable reform proposals, using authority from field interviews with Chinese stakeholders as well as from comparative case law.

This study examines the public enforcement (PE) of securities law in China. We exploit the external positive shock to enforcement intensity due to the reform decentralizing the authority to impose administrative sanctions (AS) and show that shares in the pilot project experience statistically significant, but economically insignificant, abnormal returns (AR). Furthermore, we examine the market reactions to PE actions against informational misconduct and find that shares receiving AS suffer an average AR of approximately -12.03% over the (-1,5) event window, whereas those receiving non-AS experience economically insignificant AR. Next, we investigate the impacts of PE actions on the external debt financing, and show a significant decrease in external debt financing associated with firms receiving AS compared to those receiving non-AS. Finally, for the subsample of shares sanctioned by ROs, we find that firm size significantly reduces the likelihood of receiving AS, but neither governmental ownership nor political participation matters.

China enjoys the highest level of foreign investment of any country in the world today. Yet, despite substantial liberalization in last decades, investment in China remains tightly circumscribed. For complex reasons stemming from China’s protection of its own internal economy, the government hedges foreign investments, either green field Foreign Direct Investment (FDI) or Mergers and Acquisitions (M&As), with a complex system of laws, regulations and guidelines, bristling with challenges and uncertainties for even the simplest investment or restructurings. This detailed, systematic explanation – by a practicing lawyer with over ten years experience at one of the top law firms in China – provides thorough and up-to-date guidance on the rules and procedures affecting FDI, M&As, and listings in China today. Focusing on such practical matters as key regulations, regulatory requirements, and transactional procedures and structures, the author leads the practitioner through the maze of interconnected national and local authorities, with expert knowledge of when and under what circumstances various rules apply and when they do not as well as practical skills on how to structure a particular deal under current regulations. Included in this superb analysis are detailed descriptions of such factors as the following: • establishment of a new Foreign Invested Enterprise (FIE), including a substantial review of the establishment of both common FIEs (either whole foreign ownership or joint ventures with Chinese parties) and particular FIEs (such as a foreign invested holding company, stock company or partnership); • the cross-border acquisition of a domestic company by foreign investors including the restructuring of existing FIEs by way of domestic re-investment or equity transfer or mergers; • the takeover of a PRC listed company by foreign investors through such ways as a Qualified Foreign Institutional Investor (QFII/RQFII) or strategic investment; • the acquisition of a State-Owned Enterprise (SOE), either listed or non-listed SOE; • the merger control review and national security review involved in an M&A transaction; and • the Initial Public Offering (IPO), follow-on offerings including private placement on Chinese capital market, as well as the issuance of corporate bonds in China. Since the year 2008 when the first edition was published, lots of significant developments were made in regard to the laws and regulations in FDI, M&As and capital market. Such developments and new regulations are given an up-to-date analysis in this second edition. For law firms advising companies on investing in China, or for in-house counsel, this book is without peer as a comprehensive, reliable and easy-to-use resource. At every stage of a project, from the initial business decision to problems arising after successful start-up and during day-to-day operations, it will provide clear, authoritative guidance for years to come.

Does private enforcement of securities law work in China? Does it have any advantages, when it is compared with other regulatory mechanisms, e.g. public enforcement and self-regulation? This article critically discusses these questions. Firstly, by some case studies, it exploits recent development of private enforcement of securities law in three different dimensions: enhanced judicial independence, enhanced professional and discretionary abilities, and technological enhancement of judicial practice. Secondly, by comparing with self-regulation regime, it generates the competing advantages of the private enforcement of securities law in the Chinese context.