"Investor protection-clear rules, risk awareness" 25.
Release time:
Jan 28,2021
To give investors a real, transparent and compliant listed company and promote the improvement of the quality of listed companies is the fundamental means to protect the rights and interests of investors. However, individual listed companies in order to whitewash performance, enhance the stock price and other purposes, at the expense of information disclosure, such as providing false information or concealing, delaying the disclosure of important information. So, what is a false statement? What are the dangers of false statements? Here are a few questions to take you to understand.
"Investor Protection-Rules, Risk Knowledge" XXV.
-- Let "false statements" remove makeup.
To give investors a real, transparent and compliant listed company and promote the improvement of the quality of listed companies is the fundamental means to protect the rights and interests of investors. However, individual listed companies in order to whitewash performance, enhance the stock price and other purposes, at the expense of information disclosure, such as providing false information or concealing, delaying the disclosure of important information. So, what is a false statement? What are the dangers of false statements? Here are a few questions to take you to understand.
1. what is a false statement?
False statement refers to the information disclosure obligor in violation of the relevant provisions of information disclosure, in the course of securities issuance or trading, the material event contrary to the truth of the false record, misleading statements, or the disclosure of information in the event of material omissions, improper disclosure of information.
The principle of information disclosure is true, accurate, complete and timely. Among them, "true" means that the content of the information disclosure document must be objective, have a factual basis, and must not have false records; "accurate" means that the content of the information disclosure document must not be ambiguous and prone to ambiguity, nor can it be mystifying. Misleading; "completeness" means that the content of the information disclosure document is comprehensive and complete, and no facts or major omissions are allowed to be deliberately concealed; "Timely" means that the discloser shall disclose the matters to be disclosed within the prescribed time limit and shall not lag behind. If the information disclosure obligor violates the above requirements, it constitutes a false statement.
2. who is the author of the misrepresentation?
Misrepresentation is a specific act carried out by a specific subject of obligation. The specific obligation subjects can be divided into two categories. The first category is the information disclosure obligors stipulated by law, which refers to the actual controllers such as promoters, controlling shareholders, issuers or listed companies, securities underwriters, securities listing recommenders, and securities service agencies; The second category is the responsible personnel of the information disclosure obligors, which refers to the directors, supervisors, and senior managers of issuers, listed companies, underwriters, and listed recommenders, the directly responsible person of the securities service institution and other institutions or natural persons who make false statements.
What are the types of 3. false statements?
Misrepresentation can be divided into the following categories:
1. False records, I .e., the perpetrator deliberately discloses facts that do not exist, emphasizing the untruth of the disclosure of information. Take Company Z as an example. The four prospectuses declared from 2013 to 2015 contained inflated profits and false disclosure of its main business, which constituted false statements. The China Securities Regulatory Commission issued a warning to Company Z and imposed a fine of 600000 yuan in accordance with the law. At the same time, it decided to confiscate the business income of its sponsor agency and law firm, and impose corresponding fines.
2. Misleading statements, I .e., inaccurate disclosure of information that induces investors to make misjudgments and thus has a significant impact. Typical misleading statements include ambiguous language, difficult to understand, the existence of partial omissions, etc., which are characterized by the disclosure of information in the process of disclosure is true, but there are defects in the presentation, which can easily lead investors to produce misperceptions and make judgments based on the misperceptions. For example, in the process of information disclosure and receiving a number of institutional investors, Company A discloses information related to the development of Internet finance, but Company A's actual related business income is very small and lacks a corresponding factual basis. When Company A discloses information related to future operations, it is incomplete, inaccurate, not prudent and objective enough, and discloses major uncertain information as deterministic information. After investigation and confirmation, Company A and its executives were subject to administrative penalties for publishing misleading statements.
3. Material omission, I .e. the failure of the information disclosure obligor to disclose, in whole or in part, the material matters that should be disclosed, emphasizing the incompleteness of the information disclosure. A material omission may be due to the omission of the disclosure obligor or it may be intentional, usually in order to maintain the share price or conceal adverse information.
4. Improper disclosure, that is, the information disclosure obligor fails to disclose the information that should be disclosed in accordance with the prescribed time limit and manner, which is manifested as untimely and inappropriate information disclosure. This kind of behavior makes investors unable to grasp the information that affects investment decision-making in time and grasp investment opportunities accordingly, so that the information loses timeliness, so it also belongs to the category of misrepresentation. For example, when the information disclosure application was not approved by the exchange, Company H made the temporary announcement of the relevant bill to the public through channels such as stock bars. The disclosure channel violated the relevant provisions of the law and constituted improper disclosure, and was eventually punished by the CSRC.
What are the dangers of 4. false statements?
Relying on the information flow, misrepresentation disrupts the price formation mechanism of the securities market and harms the interests of the market, investors and listed companies themselves. The harm of misrepresentation is mainly reflected in, first, the price of securities can not truly reflect the value of listed companies, small and medium-sized investors are easily confused by misrepresentation information, make the wrong investment decisions. Second, when a misrepresentation is revealed, it can result in significant stock price volatility and property losses for investors who buy during the misrepresentation period. Third, it infringes on the credibility of the information disclosure system, forms unfair competition and destroys the good ecology of the capital market. Fourth, damage the integrity image of listed companies, reduce the company's brand value and credibility, the company and its directors, supervisors and senior executives will also be punished.
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