互联网股权众筹的法律问题研究
发布时间：2018-12-06 16:35
【摘要】：在我国乃至全球范围内,小型企业融资难、融资贵的问题都普遍存在,银行等传统金融机构在贷款方面的风险厌恶倾向,使其难以成为小型企业的主要融资渠道,而公开发行证券的高额成本,也让小型企业只能望洋兴叹。然而近年来互联网股权众筹融资模式的兴起,为该问题的解决提供了一条新的道路。本文所探讨的互联网股权众筹,简单来说,是指小型或初创企业以互联网为媒介向公众筹集资金的一种融资方式。作为一种新兴的互联网金融模式,互联网股权众筹拓宽了小型企业的融资渠道,有效化解了融资难的问题。但是和其他新兴事物一样,互联网股权众筹带来变革的同时也存在诸多的风险,由于法律的滞后性,着眼于未来的互联网金融的一些业务模式总是或多或少地与现存法律法规存在冲突,互联网股权众筹也不例外。2012年奥巴马签署生效的《JOBS法案》轰动了全球,首次对股权众筹予以了法律上的认可,对众筹融资的法律规制也是该法案的重要内容之一。由于相关法律法规的限制,我国的股权众筹尚处于萌芽阶段,相关监管的缺失以及与现有法律的冲突,毫无疑问将严重制约我国互联网股权众筹的发展。因此制定相应的监管法律,将其纳入法律的监管是当务之急。本文第一章介绍了互联网股权众筹的概念与特征、主体构架与运作模式,并且介绍了互联网股权众筹在国内外的发展现状及意义,对互联网股权众筹进行了初步介绍。第二章具体剖析了互联网股权众筹目前面临的法律问题,其中包括法律定性与法律关系问题、法律规制及政策监管现状,还指出了其可能面临的法律风险,并分别探讨了其可能涉及的刑事法律风险和民事法律风险。第三章将我国《私募股权众筹融资管理办法(试行)(征求意见稿)》与《众筹法案》进行了比较分析。第四章根据第二、第三章的内容,依据我国国情,针对互联网股权众筹在我国的发展,从融资人、投资人、众筹平台三个方面给出了法律建议。最后的结论是我国急需出台更加完善的监管法律,借鉴《众筹法案》的成功经验,修改《证券法》及相关法律,在充分保护投资人的基础之上,遵循促进小型或初创企业发展的宗旨,发扬互联网金融精神,以期互联网股权众筹市场的健康运行。
[Abstract]:In our country and even around the world, the problem of financing is difficult and expensive for small enterprises. The risk aversion of traditional financial institutions, such as banks, makes it difficult to become the main financing channel for small enterprises. And the high cost of public issuance of securities, but also let small businesses can only sigh. However, in recent years, the rise of Internet crowdfunding mode provides a new way to solve this problem. The Internet equity crowdfunding discussed in this paper, in short, refers to a way in which small or start-up enterprises raise funds from the public through the Internet. As a new Internet finance model, Internet equity crowdfunding broadens the financing channels of small enterprises and effectively resolves the problem of financing difficulties. But like other emerging things, Internet crowdfunding has brought about a lot of risks, because of the lag of the law. Some business models for futuristic Internet finance are always more or less in conflict with existing laws and regulations, and Internet crowdfunding is no exception. The JOBS Act, which Obama signed into law in 2012, is a global sensation. For the first time, the legal regulation of crowdfunding is one of the important contents of the bill. Due to the restriction of relevant laws and regulations, the stock rights crowdfunding in China is still in its infancy. The lack of relevant supervision and the conflict with the existing laws will undoubtedly seriously restrict the development of Internet crowdfunding in China. Therefore, it is urgent to make corresponding regulatory laws and bring them into the legal supervision. The first chapter introduces the concept and characteristics of Internet stock crowdfunding, the main structure and operation mode, and introduces the current situation and significance of Internet stock crowdfunding at home and abroad, and the preliminary introduction of Internet stock crowdfunding. The second chapter analyzes the current legal problems faced by Internet stock crowdfunding, including legal characterization and legal relationship, legal regulation and policy supervision, and points out the legal risks it may face. And discusses its possible criminal legal risk and civil legal risk respectively. The third chapter makes a comparative analysis of the Private Equity financing Management method (trial) (draft of soliciting opinions) and the Public funding Act. The fourth chapter according to the content of the second chapter, the third chapter, according to the situation of our country, according to the development of Internet stock rights crowdfunding in China, from the financier, investors, crowdfunding platform three aspects of the legal advice. The final conclusion is that our country urgently needs to introduce more perfect supervision laws, learn from the successful experience of the "crowdfunding Act", amend the Securities Law and related laws, and on the basis of fully protecting investors, Follow the purpose of promoting the development of small or start-up enterprises, carry forward the spirit of Internet finance, with a view to the healthy operation of the Internet equity crowdfunding market.
【学位授予单位】：大连海事大学
【学位级别】：硕士
【学位授予年份】：2017
【分类号】：D922.28
[Abstract]:In our country and even around the world, the problem of financing is difficult and expensive for small enterprises. The risk aversion of traditional financial institutions, such as banks, makes it difficult to become the main financing channel for small enterprises. And the high cost of public issuance of securities, but also let small businesses can only sigh. However, in recent years, the rise of Internet crowdfunding mode provides a new way to solve this problem. The Internet equity crowdfunding discussed in this paper, in short, refers to a way in which small or start-up enterprises raise funds from the public through the Internet. As a new Internet finance model, Internet equity crowdfunding broadens the financing channels of small enterprises and effectively resolves the problem of financing difficulties. But like other emerging things, Internet crowdfunding has brought about a lot of risks, because of the lag of the law. Some business models for futuristic Internet finance are always more or less in conflict with existing laws and regulations, and Internet crowdfunding is no exception. The JOBS Act, which Obama signed into law in 2012, is a global sensation. For the first time, the legal regulation of crowdfunding is one of the important contents of the bill. Due to the restriction of relevant laws and regulations, the stock rights crowdfunding in China is still in its infancy. The lack of relevant supervision and the conflict with the existing laws will undoubtedly seriously restrict the development of Internet crowdfunding in China. Therefore, it is urgent to make corresponding regulatory laws and bring them into the legal supervision. The first chapter introduces the concept and characteristics of Internet stock crowdfunding, the main structure and operation mode, and introduces the current situation and significance of Internet stock crowdfunding at home and abroad, and the preliminary introduction of Internet stock crowdfunding. The second chapter analyzes the current legal problems faced by Internet stock crowdfunding, including legal characterization and legal relationship, legal regulation and policy supervision, and points out the legal risks it may face. And discusses its possible criminal legal risk and civil legal risk respectively. The third chapter makes a comparative analysis of the Private Equity financing Management method (trial) (draft of soliciting opinions) and the Public funding Act. The fourth chapter according to the content of the second chapter, the third chapter, according to the situation of our country, according to the development of Internet stock rights crowdfunding in China, from the financier, investors, crowdfunding platform three aspects of the legal advice. The final conclusion is that our country urgently needs to introduce more perfect supervision laws, learn from the successful experience of the "crowdfunding Act", amend the Securities Law and related laws, and on the basis of fully protecting investors, Follow the purpose of promoting the development of small or start-up enterprises, carry forward the spirit of Internet finance, with a view to the healthy operation of the Internet equity crowdfunding market.
【学位授予单位】：大连海事大学
【学位级别】：硕士
【学位授予年份】：2017
【分类号】：D922.28
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