The Discussion of the Claims to Damages of Securities Frauds in Taiwan-Focusing on Article 20 and Article 20-1 of Securities and Exchange Act

• Main Authors: Chiu-Hsu Cheng, 邱旭成
• Other Authors: 陳貴端
• Format: Others
• Language: zh-TW
• Published: 2009
• Online Access: http://ndltd.ncl.edu.tw/handle/54607921861273966652

碩士 === 逢甲大學 === 財經法律研究所 === 97 === Damage for securities fraud is one kind of civil loss recovery; however, according to the context of the Article 20, Paragraph 1of the Securities and Exchange Act of Taiwan (hereinafter referred to as “The Act”), it seems not to be necessary to prove the existence of the “causation.” Considering that in the capital market，usually neither party is the direct trading party of one securities transaction; My dissertation thinks the major problem the plaintiff faces is how to prove his/her investment decision was under the affection of the defendant’s fraud behaviors . However, The Act lacks for clear and specific standard to calculate the amount of the damages, If the plaintiff is unable to prove the existence of the loss, the trial for damages would not be proceeded well. Therefore, it is necessary to establish an independent framework for the lawsuits of securities fraud in proving the element of “causation” and the scope and calculation of loss; and the traditional framework of causation would not be suitable any longer . Securities fraud claims are especially suitable for class-action proceedings in that the costs of bringing securities fraud litigation are almost always greater than the losses to individual investors. Furthermore, the proof of transaction causation and loss causation and the assesment of damages are much more difficult than any other kind of law suits. In 2002, the Congress passed the Securities and Futures Investors Protection Act (hereinafter referred to as “SFIPA”) to establish our own securities class action device. Then, according to the SFIPA, established the “Securities and Futures Investors Protection Center” (hereinafter referred to as “SFIPC”). The concept of this regulation is borrowed from the Consumer Protection Act. The operation and financial situation of a company can be shown on financial statements. In public offering market, these statements are crucial tools which investors have to rely on. The correctness of financial information is the responsibility of management level of enterprises. However, the masses usually look into the auditing responsibility of CPAs and confuse the responsibility of compiling with of auditing financial statements. The misunderstanding usually comes from not realizing the nature and content of auditing and takes 「auditing 」of CPAs as a 「guarantee」. In fact, CPAs adopt random inspections and material principles restrict the function of auditing. The auditing of a CPA is to confirm if these financial statements reasonably and honestly represent the real operation and financial situation of a company. In other words, to some extend, inaccuracy is accepted in auditing system. My dissertation tried to discuss the standard and scope of the due care of CPAs In recent years, there has been creative development in securities fraud lawsuits in Taiwan. The trial court tried to adopt and apply “Fraud on the Market Theory,” derived from the United States, as the basis to support the rebuttable presumption of “Reliance”; thereafter, securities fraud lawsuits in Taiwan seems to open a new door. My dissertation begins with a traditional research method, legal interpretation, and mainly analyzes relating materials, publications, and significant decisions and interpretations of the judicial. Besides, My dissertation also adopts the comparison method to compare Taiwan law with American Law. My dissertation expects to provide advices to the trial court to manage any cases similar or relevant, and, on the other hand, to provide suggestions to the legislators in the future to draft amendment of laws concerned.