The Study of China Mainland Equity Crowdfunding with the Comparative Study of American and Taiwanese System

• Main Author: 林心贇
• Other Authors: 林國全
• Format: Others
• Language: zh-TW
• Published: 2018
• Online Access: http://ndltd.ncl.edu.tw/handle/gyvesa

碩士 === 國立政治大學 === 法律學系 === 106 === Abstract At the beginning of this thesis, to depict the development of equity crowdfunding in China Mainland, it describes the fundraising of MeiWei Media, the business mode of “Dajiatou” platform and the first judgement on equity crowdfunding. In order to regulate the private equity-based fundraising through internet platform like “Dajiatou”, China Securities Regulatory Commission instituted <Private Equity Crowdfunding Regulation (Draft)>. After that, China Mainland government released an official document <The Guidance regarding Healthy Development of Internet Finance>, which officially and clearly set equity crowdfunding as a public, small-amount and popularity fundraising, and modified the “private equity crowdfunding” into “private equity-based fundraising via internet”. According to China Mainland’s proposal of Security Law, the equity crowdfunding should be regarded as small-amount public offering exempt from obligatory registration among the security legal system. China Mainland decided to run equity crowdfunding through experimental platforms and already drafted the regulation, but never put it into practice. For the sake of construction of regulatory system, the thesis probes into American and Taiwanese. Equity crowdfunding is divided into public type and private type under American law, and the regulatory system is composed of JOBS Act and Regulation Crowdfunding instituted by SEC. It prescribes rules from three aspects, the issuer, the investor and the intermediary, and creates a brand-new internet intermediary with easier registration requirements named “Funding Portal” which solely focuses on public equity crowdfunding. Not only the disclosure requirements are included in this regulatory system, but also innovative measures like the limit on the aggregate amount of securities sold, investment limit and the intermediary’s duty to manage communication channel. As for the intermediary, they should take the responsibility for notices during the transaction, due diligence and investors education, while the safe harbor rules apply to funding portal at the same time. Taiwan equity crowdfunding system is composed of the Go Incubation Board for Startup and Acceleration Firms and Equity Crowdfunding Conducted by Securities Firms. The Go Incubation Board aims at supporting the startup and acceleration firms and helping them raise funds, while the equity crowdfunding platforms conducted by securities firms focus on the fundraising of firms whose paid-in capital less than thirty million NTD. Their business modes are quite the same, but the details differ from each which leads to different effects in practice. Based on the former context, the conclusion of the thesis tries to provide some suggestions on the construction of China Mainland’s equity crowdfunding regulatory system and match the balance of fundraising facilitation and investor protection.