I. Overview:

1. The basis for identifying a special market: the degree of asymmetry between information and risk, the dominant position of operators in the market, the impact on macroeconomic operation, the attention of the government and public opinion, etc.

2. Extension of specialized markets: financial market, natural monopoly market, instrument market, medicine market, construction and real estate market, dangerous goods market and other markets.

3. Positioning of special market supervision legal system:

(1) Reasons for special supervision of special markets: Because the contents of transactions in special markets are not ordinary goods and services, the procedures and consequences of transactions affect the national macro-economic operation and national macro-control, and directly but not indirectly endanger the public interests and the overall interests of the country, the supervision of such markets not only has the value of fairness, efficiency and order in general market supervision, but also has other multiple functions: safeguarding people's lives and property safety and promoting macro-control.

(2) The relationship between special market supervision legal system and market supervision legal system:

It can be considered that the professional market supervision legal system is a market supervision legal system that closely combines the characteristics of the professional market and embodies its personality, which is embodied in the following aspects: the professional market supervision legal system belongs to the market supervision legal system.

The special market supervision legal system is the embodiment of the market legal system in the special market and the market supervision legal system that embodies the characteristics of the special market.

The legal system of professional market supervision is the main field of developing the legal system of market supervision.

(3) Significance:

Practical significance: The special legal system of market supervision is of great practical significance for solving the endless market transaction order problems brought by market supervision, maintaining a fair and free competition mechanism, protecting consumers' rights and interests, and promoting the benign operation of the market and the coordinated development of the whole economy and society.

Theoretical significance: It provides fresh materials and motivation for the theoretical research of market regulation law.

It has become an indispensable part of the discipline system and discipline construction of market regulation law.

Two. Overview of some special legal systems of market supervision;

1, legal system of financial market supervision:

(1) Particularity of financial market: Finance is the core of modern economy. In the financial market, the counterparty of financial institutions is an unspecified majority, and the fairness, justice and freedom of their transactions have outstanding social interests. At the same time, financial institutions, especially banks, are heavily in debt, and once they go bankrupt due to poor management, the interests of depositors will be affected. On the other hand, financial services related to banking, such as deposit and withdrawal, loan repayment and interbank lending, mostly involve interest rates, exchange rates and other capital prices, which is an important measure of national macro-control.

(2) Financial market supervision legal system: including banking market supervision legal system, securities market supervision legal system, futures market supervision legal system, insurance market supervision legal system and trust market supervision legal system.

2, natural monopoly market supervision legal system:

Main contents: First of all, the system can be classified according to the industry classification of natural monopoly, such as power market supervision system, telecom market supervision system, postal market supervision system, urban water supply (heat and natural gas) market supervision system, railway transportation market supervision system, cable TV market supervision system and so on. Then it is divided into regulation system, market access system, general regulation system of trading behavior, special market anti-monopoly regulation system and anti-unfair competition system.

3, food and drug market supervision legal system:

Main contents: the supervision system of deceptive labeling behavior, the supervision system of price behavior, and the market access system of instruments and drugs.

4, construction and real estate market supervision legal system:

The norms of construction market mainly involve the norms of construction market access, construction project contracting behavior, construction project supervision behavior and construction safety production management behavior.

Urban real estate market supervision includes real estate market supervision, real estate development behavior supervision, real estate transaction behavior supervision and real estate market access supervision system.

Third, the legal system of banking market supervision:

1, the particularity of the banking market (i.e. the basis of special supervision of the banking market):

High debt ratio of banks and limited liability of bank investors

The safety of depositors' funds and the risk of banks pursuing interests

Principal-agent relationship and information asymmetry and risk

Banks are also market subjects and operators, and there are also possibilities of unfair competition, monopoly and restriction of competition that may exist in general operators.

2. Overview of banking supervision system:

(1) The purpose of the banking supervision system is to protect the rights and interests of depositors and other customers, prevent and resolve banking risks, and standardize the banking market order.

(2) Principles of banking market supervision system: supervision according to law, fair supervision and effective supervision.

(3) China banking market supervision system: For a long time, the People's Bank of China has been responsible for financial macro-control and banking market supervision. On April 26th, 2003, the National People's Congress Standing Committee (NPCSC) decided that the newly established China Banking Regulatory Commission would perform its supervisory duties from now on.

The basic function and position of the CBRC: it is responsible for the supervision and management of financial institutions and their business activities throughout the country.

The main responsibilities and powers of the CBRC: (see page 498 of the textbook, which needs to be understood and memorized)

Business organizations and dispatched offices of the CBRC: The CBRC has eight internal business organizations, and banking regulatory bureaus have been established in all provinces, municipalities directly under the Central Government, autonomous regions, Dalian, Ningbo, Xiamen, Qingdao and Shenzhen as dispatched offices.

3, the banking market supervision mode:

(1) Banking market access regulations: On the one hand, it can stipulate the substantive requirements of banking entities, on the other hand, it can stipulate the access procedures after meeting the substantive requirements and the exit procedures after losing the substantive requirements.

(2) Provisions on the qualification of bank managers:

Qualifications: (see pages 498-499 of the textbook, which need to be understood and memorized)

Regulatory procedures: audit system and filing system

(3) the supervision of the prudent operation of the banking industry:

A. Asset-liability ratio control: In China, commercial bank loans shall comply with the following provisions on asset-liability ratio management:

The capital adequacy ratio shall not be less than 8%

The ratio of loan balance to deposit balance shall not exceed 75%.

The ratio of current assets balance to current liabilities balance shall not be less than 25%.

The ratio of the loan balance of the same borrower to the capital balance of the commercial bank shall not exceed 10%.

Commercial banks should also deposit the deposit reserve with the People's Bank of China in accordance with the regulations of the People's Bank of China, so as to keep sufficient reserve funds.

Other provisions of the State Council Banking Regulatory Authority on asset-liability ratio management.

B. interest rate control:

Commercial banks shall determine the deposit interest rate according to the upper and lower limits of the deposit interest rate stipulated by the People's Bank of China and make an announcement. Shall not exceed the interest rate standard to absorb deposits.

Commercial banks shall determine the loan interest rate according to the upper and lower limits of the loan interest rate stipulated by the People's Bank of China. Loans shall not be issued below the interest rate standard.

C. loan behavior supervision and bank creditor's rights protection;

The loan behavior should be based on the needs of national economic and social development and conform to the national industrial policy.

Strict loan review, the implementation of loan review and grading approval system.

Guaranteed loans are the norm and credit loans are the exception.

Implement the statutory loan interest rate.

The loan balance shall not exceed the legal debt ratio control line.

It is forbidden to issue credit loans to related parties.

Refusing requests from other units and individuals to force loans or provide guarantees.

Protection of bank creditor's rights

(4) Restrict and prohibit high-risk behaviors:

Commercial banks are prohibited from engaging in trust investment and securities business in China, and may not invest in non-self-use real estate or non-bank financial institutions and enterprises, unless otherwise stipulated by the state.

Commercial banks that issue financial bonds or borrow money from abroad shall report for approval in accordance with the provisions of laws and administrative regulations.

It is forbidden to use borrowed funds to issue fixed assets loans or make investments.

Non-illegal high-interest deposits and low-interest loans.

No fee for handling business and providing services shall be reduced or exempted in violation of regulations.

(5) Regulation of restrictive competitive behavior and unfair competitive behavior:

Reasons for competitive behavior and unfair competitive behavior: the pursuit of interests

Harm of competitive behavior and unfair competition behavior: on the one hand, it increases the operating cost of the banking industry, increases the operating risk of the bank and disrupts the normal financial order. On the other hand, due to the increase of business risks, it directly endangers the safety and interests of depositors.

The manifestations of competitive behavior and unfair competitive behavior: illegal high-interest hoarding, defaming the goodwill of peers, super-interest loans, relaxing the credit standard of loan review, charging at low prices, excluding horizontal competition, operating beyond the scope, and restricting competition with some public enterprises.

Supervision mode: supervision can be carried out through financial laws, regulations and rules, as well as anti-competition law and other basic market supervision laws.

(6) Special protection for depositors' interests:

Commercial banks should follow the principles of voluntary deposit, freedom of withdrawal, interest-bearing deposit and confidentiality for depositors when handling personal savings deposit business.

The bank shall determine the deposit interest rate according to the upper and lower limits of the deposit interest rate stipulated by the People's Bank of China, and make an announcement.

Commercial banks should guarantee the payment of deposit principal and interest, and may not delay or refuse to pay deposit principal and interest.

4, banking market supervision methods and means:

(1) Adjustment mode:

Off-site supervision: refers to the supervision mode in which banking supervision institutions collect business management and financial data of banking financial institutions, study and analyze the overall operation, risk management and compliance of banking financial institutions by using certain technical methods, find out the problems existing in their risk management, and evaluate their sound operation.

On-site supervision: that is, on-site inspection. According to the requirements of prudential supervision, China Banking Regulatory Commission and its branches can take the following measures to conduct on-site inspection: enter banking financial institutions for inspection.

Require the staff of banking financial institutions to explain the relevant inspection items.

Consult and copy the documents and materials related to the inspection items of banking financial institutions, and seal up the documents and materials that may be transferred, hidden or damaged.

Check the system of banking financial institutions using electronic computers to manage business data.

On-site inspection must comply with legal procedures: the on-site inspection conducted by the CBRC and its branches shall be approved by the person in charge of the banking regulatory institution. On-site inspection, the number of inspectors shall not be less than 2, and shall produce legal documents and inspection notice. Banking financial institutions have the right to refuse the inspection if there are less than 2 inspectors or fail to produce legal certificates and inspection notices.

(2) Conversation, explanation and information disclosure

(3) Compulsory measures:

A. General coercive measures: (see page 504 of the textbook, which needs to be understood and memorized)

B. Special coercive measures:

Takeover: the rectification or reorganization measures taken by the banking regulatory agency when a commercial bank may or has had a credit crisis and seriously affected the legitimate rights and interests of depositors.

Cancellation: the State Council Banking Regulatory Authority has the right to cancel banking financial institutions that operate illegally or mismanage, which seriously endangers financial order and harms public interests.

Restrict exports

Query freezing

Four, the legal system of securities market supervision:

1, securities market supervision system:

(1) foreign regulatory system model:

Self-regulatory model (e.g. UK)

Centralized supervision mode of the state or government (such as the United States and Japan)

Intermediate supervision mode (such as Germany)

(2) China's centralized and unified securities supervision system: securities industry, banking industry, trust industry, insurance industry are operated separately and managed separately. The state implements a centralized and unified supervision system for the securities market. Under this premise, securities associations and stock exchanges conduct self-discipline management.

2, the securities market entry behavior supervision:

(1) securities market entity type: the regulatory entity is the national securities regulatory authority, and the regulatory receptor is the entity engaged in transactions and services in the securities market.

(2) Substantive requirements for securities market access: mainly reflected in capital (funds), personnel, systems and facilities, especially capital (funds) and personnel qualifications.

(3) Procedural requirements for securities market access: Most participants in the securities market need to go through examination and approval procedures, and the examination and approval authority is the State Council Securities Regulatory Authority. At the same time, after the establishment of the securities market, the registered capital, articles of association, merger, division and other major changes. , and dissolution, you must first go through the original examination and approval procedures, and then go through the formalities of change registration.

(4) Re-verification of business qualifications of market entities: China not only stipulates the specific business scope of securities market entities, especially securities operating institutions, but also sets up verification procedures for the specific business of each institution.

3, the general supervision of securities market behavior:

Definition of securities market behavior: refers to the behavior of securities issuance, securities trading, acquisition of listed companies and other services for securities brokerage, registration and settlement.

(1) General supervision of securities issuance;

A. Securities issuance mode: Generally speaking, the supervision mode can be divided into two categories: registration system and approval system.

China's securities issuance supervision system basically belongs to the approval system, but it absorbs the factors of the registration system: the applicant issuer can only release information according to the substantive requirements of securities issuance stipulated in China's Company Law and Securities Law, and can only be examined and approved by the securities regulatory authority in the State Council or the department authorized by the State Council. Emphasize information disclosure, so that investors can get comprehensive, true and timely information in time.

B. General principles of securities issuance in China: openness, fairness and impartiality.

C substantive requirements for stock issuance: (see textbook 5 12, which needs to be understood and memorized)

D substantive requirements for issuing corporate bonds: (see pages 5 12 to 5 13 of the textbook)

E elements of securities issuance procedures: initial stock issuance procedures: application, review and announcement.

F. Specification of underwriting behavior of securities issuance: (see textbook 5 13, which needs to be understood and memorized)

(2) General regulation of securities listing: (See textbook 5 14 for understanding)

(3) General supervision of securities trading:

About the trading object: the securities traded by the securities trading entity must be issued and delivered according to law.

About the trading subject: In order to ensure the fairness and justice of trading, the law excludes some subjects from trading qualifications in a specific period.

About the trading mode: At present, China only allows spot trading of securities, prohibits trading of securities and futures options, and prohibits securities companies from financing or securities lending from guest rooms and engaging in credit trading.

(4) the general regulation of the acquisition behavior of listed companies:

Acquisition of listed companies: refers to the behavior of investors to buy their issued shares for the purpose of holding or merging a joint stock limited company. It is divided into two ways: tender offer and agreement purchase.

Procedure: (see textbook 5 15, which needs to be understood and memorized)

(5) General provisions on the behavior of securities institutions: (see textbook 5 16, which needs to be understood and memorized)

(6) Securities registration and settlement: Securities registration and settlement institutions must undertake the obligation of custody, provide corresponding information and set up settlement risk funds.

(7) Securities trading service behavior: charging fees according to the standards of relevant departments, issuing reports according to the working procedures stipulated in the practice rules, verifying and verifying the authenticity, accuracy and completeness of the contents of the reports, and taking joint responsibility for the responsible parts.

4. Special provisions on restricting competition and unfair competition in the securities market:

(1) Supervision of information disclosure;

Initial information disclosure: refers to the disclosure of initial and newly issued information of stocks and bonds.

Continuous information disclosure: refers to the information disclosure conducted in accordance with the law during the qualification period of listed companies. That is, the annual interim report and its announcement, the annual report and its announcement, the interim report and its announcement of major events.

Termination of information disclosure: refers to the information disclosure that has been disqualified from listing by the CSRC for legal reasons.

(2) the supervision of false statements:

The concept of false statement refers to the untrue, misleading or major omission of facts that may affect the issuance, listing, trading and related activities of securities.

Characteristics of false statement: the subject of false statement is a special subject.

The subjective aspect of false statement is intentional or gross negligence of false statement.

Objectively speaking, false statements refer to false information that may affect the issuance, listing, trading and related activities of securities. Unreal, misleading or gross omission in behavior, which has caused or may cause misleading consequences.

Regulation methods of false statements: inspection at any time, compensation, fine, fine and free punishment.

(3) Supervision of insider trading:

The concept of insider trading: refers to the behavior of insiders and other people who illegally obtain insider information to use insider information for securities trading.

The characteristics of insider trading behavior: the subject of behavior is an insider. An insider is a person who uses his position or identity to know inside information. Including (see textbook 52 1 page, which needs to be understood and memorized)

The objective aspect of insider trading behavior is to use insider information to trade securities.

Insider information refers to the undisclosed information that involves the company's operation, finance or has a significant impact on the company's securities market price in securities trading activities.

Supervision of insider trading: (see page 522 of the textbook, which needs to be understood and memorized)

(4) Manipulating the supervision of the securities market:

The concept of manipulating the securities market refers to the act of making false securities trading volume by taking advantage of its capital and information for the purpose of obtaining illegitimate interests or transferring risks to affect trading prices.

The characteristics of manipulating the securities market: the main actors are traders in the securities market and some people with specific positions.

The subjective aspect of behavior is intentional, with the purpose of obtaining illegitimate interests or transferring risks.

There are four types of objective behavior: (see pages 522-523 of the textbook)

Supervision of market manipulation: compulsory information disclosure, prohibition of illegal hoarding and stock trading, prohibition of market manipulation, and setting legal responsibilities for violators, including confiscation of illegal income, fines and criminal "double punishment"

(5) Supervision of customer fraud:

The concept of fraudulent customer behavior: only refers to the entrusted transaction behavior that violates the business ethics of honesty and credit and the norms of securities law and harms the interests of customers.

Characteristics of customer fraud: the subject is a special subject-securities companies and their employees.

Behavior is all entrusted behaviors that violate the business ethics of honesty and credit and the norms of securities law and harm the interests of customers.