| 英文摘要 |
In private party litigation under Article 20-1, the plaintiff generally must prove that he or she reasonably relied upon the defendants fraudulent financial reports. The holder of a security cannot bring the suit because he or she has not actually bought or sold a security. In addition, Article 20-1 is a provision under secondary market. There is no asymmetric information between the buyer and the seller in the secondary market. Hence, the imposition of a strict liability under Article 20-1 for the issuer, chairman, and C.E.O. is not reasonable. The author argues that negligence standard may not be the appropriate standard under Article 20-1. Lowering the standard from scienter to negligence, not only might increase the number of lawsuits filed, but also cause the standard toward a strict liability. The proportion liability is lack of any legal theory to support. To sum up, the Article 20-1 should be reformed. |
