我国新三板市场做市商法律制度研究
发布时间：2019-05-19 16:55
【摘要】：新三板市场作为我国新兴的资本市场,很好地解决了中小企业在成立之初融资困难的问题,但是目前新三板市场的交易并不活跃,做市商法律制度作为有助于提高新三板市场流动性的交易模式,一直受到拟挂牌新三板企业以及业界人士的诸多关注。在实践操作过程中,做市商通常采用以下交易方式:利用自有资金购买股票库存,当投资者想要买这种股票时就直接和拥有该库存股票的做市商进行交易。这种方式的好处在于增加了市场的流动性,也使交易更加方便安全。但是,我国目前规制做市商法律制度的规定还处在试行阶段,实践中在新三板挂牌的公司采取做市商交易模式的比例还非常低,究其原因在于我国的法律规定还相当不完善,因此提出完善相关法律法规的必要性。本文通篇以做市商法律制度实施模式的设定、做市交易各方权利义务的规定以及对做市商的监管为主要线索,通过对全球相似市场制度的对比研究,具体分析我国新三板市场已经出现的做市商违法案例,对比美国纳斯达克市场做市商法律制度,探究我国新三板市场做市商法律制度的现状、完善的必要性及存在的缺陷和不足,提出具体的改进措施。除了引言和结论部分外,本文主要分为四部分进行阐述:第一部分,对新三板市场以及做市商法律制度进行一个基本概述。本部分简单介绍了新三板市场的特殊性、多层次资本市场中做市商法律制度与其他交易模式的优劣比较,通过对目前已经出现的典型案例的考量明确我国做市商法律制度的现有状态与做市商主要违法行为,为后文实际问题的分析奠定理论基础与现实基础。第二部分,详细阐述了完善我国新三板市场做市商法律制度的必要性,结合具体法条从交易运行模式、交易各方权利义务以及监管制度等三方面提出现有制度存在的缺陷,以期为下一步有针对性地提出解决对策做好铺垫。第三部分,从效率与公平的价值取向维度对国内外相关做市商法律制度进行研究,尤其着重对类似于我国新三板市场的美国纳斯达克市场中做市商法律制度的具体分析,通过比较研究得出对我国做市商法律制度完善的启发。第四部分,根据前文分析出的我国新三板市场做市商法律制度的缺陷和不足,从法律层面提出行之有效并且具有可实施性的的完善建议,通过具体运行模式的设立、交易各方权利义务的规定和监管路径的设置,希望可以进一步促进我国新三板市场做市商法律制度的发展。
[Abstract]:As a new capital market in China, the new third board market has solved the problem of financing difficulties for small and medium-sized enterprises at the beginning of its establishment, but at present, the transactions in the new third board market are not active. As a trading mode which helps to improve the liquidity of the new third board market, the legal system of market makers has always attracted a lot of attention from the new third board enterprises and people in the industry. In the process of practice, market makers usually use the following trading methods: using their own funds to buy stock inventory, when investors want to buy such stock, they trade directly with the market maker who owns the stock. The advantage of this approach is that it increases the liquidity of the market and makes transactions more convenient and secure. However, the regulation of the legal system of market makers in our country is still in the trial stage. In practice, the proportion of companies listed on the new third board to adopt the trading mode of market makers is still very low, the reason is that the legal provisions of our country are still quite imperfect. Therefore, it is necessary to improve the relevant laws and regulations. This article takes the establishment of the implementation mode of the legal system of the market maker, the provisions of the rights and obligations of all parties to the market making transaction and the supervision of the market maker as the main clues, through the comparative study of the global similar market system. This paper analyzes the illegal cases of market makers in the new third board market in China, compares the legal system of market makers in NASDAQ market in the United States, and probes into the present situation of the legal system of market makers in the new third board market in China. The necessity of perfection and the existing defects and shortcomings are put forward. In addition to the introduction and conclusion, this paper is mainly divided into four parts: the first part, a basic overview of the new third board market and the legal system of market makers. This part briefly introduces the particularity of the new third board market and the comparison between the legal system of market makers and other trading modes in the multi-level capital market. Through the consideration of the typical cases that have appeared at present, this paper clarifies the existing state of the legal system of market makers in our country and the main illegal acts of market makers, and lays a theoretical and practical foundation for the analysis of the following practical problems. The second part expounds in detail the necessity of perfecting the legal system of market makers in the new third board market of our country, and puts forward the defects of the existing system from three aspects: the operation mode of the transaction, the rights and obligations of all parties to the transaction and the supervision system. In order to lay the groundwork for the next step to put forward countermeasures. The third part studies the legal system of market makers at home and abroad from the perspective of value orientation of efficiency and fairness, especially focuses on the specific analysis of the legal system of market makers in the NASDAQ market, which is similar to the new third board market in China. Through the comparative study, we can get the inspiration to the perfection of the legal system of market makers in our country. The fourth part, according to the defects and shortcomings of the legal system of the new third board market makers in China, puts forward effective and enforceable suggestions from the legal level, and through the establishment of the specific operation mode, The provisions of the rights and obligations of all parties to the transaction and the establishment of the regulatory path hope to further promote the development of the legal system of market makers in the new third board market in China.
【学位授予单位】：北京交通大学
【学位级别】：硕士
【学位授予年份】：2017
【分类号】：D923.99
[Abstract]:As a new capital market in China, the new third board market has solved the problem of financing difficulties for small and medium-sized enterprises at the beginning of its establishment, but at present, the transactions in the new third board market are not active. As a trading mode which helps to improve the liquidity of the new third board market, the legal system of market makers has always attracted a lot of attention from the new third board enterprises and people in the industry. In the process of practice, market makers usually use the following trading methods: using their own funds to buy stock inventory, when investors want to buy such stock, they trade directly with the market maker who owns the stock. The advantage of this approach is that it increases the liquidity of the market and makes transactions more convenient and secure. However, the regulation of the legal system of market makers in our country is still in the trial stage. In practice, the proportion of companies listed on the new third board to adopt the trading mode of market makers is still very low, the reason is that the legal provisions of our country are still quite imperfect. Therefore, it is necessary to improve the relevant laws and regulations. This article takes the establishment of the implementation mode of the legal system of the market maker, the provisions of the rights and obligations of all parties to the market making transaction and the supervision of the market maker as the main clues, through the comparative study of the global similar market system. This paper analyzes the illegal cases of market makers in the new third board market in China, compares the legal system of market makers in NASDAQ market in the United States, and probes into the present situation of the legal system of market makers in the new third board market in China. The necessity of perfection and the existing defects and shortcomings are put forward. In addition to the introduction and conclusion, this paper is mainly divided into four parts: the first part, a basic overview of the new third board market and the legal system of market makers. This part briefly introduces the particularity of the new third board market and the comparison between the legal system of market makers and other trading modes in the multi-level capital market. Through the consideration of the typical cases that have appeared at present, this paper clarifies the existing state of the legal system of market makers in our country and the main illegal acts of market makers, and lays a theoretical and practical foundation for the analysis of the following practical problems. The second part expounds in detail the necessity of perfecting the legal system of market makers in the new third board market of our country, and puts forward the defects of the existing system from three aspects: the operation mode of the transaction, the rights and obligations of all parties to the transaction and the supervision system. In order to lay the groundwork for the next step to put forward countermeasures. The third part studies the legal system of market makers at home and abroad from the perspective of value orientation of efficiency and fairness, especially focuses on the specific analysis of the legal system of market makers in the NASDAQ market, which is similar to the new third board market in China. Through the comparative study, we can get the inspiration to the perfection of the legal system of market makers in our country. The fourth part, according to the defects and shortcomings of the legal system of the new third board market makers in China, puts forward effective and enforceable suggestions from the legal level, and through the establishment of the specific operation mode, The provisions of the rights and obligations of all parties to the transaction and the establishment of the regulatory path hope to further promote the development of the legal system of market makers in the new third board market in China.
【学位授予单位】：北京交通大学
【学位级别】：硕士
【学位授予年份】：2017
【分类号】：D923.99
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