Interpretation case: The court of Kangmei Pharmaceutical filed a public prosecution by Guangdong procuratorial organ upheld the original judgment, and listed companies were severely punished for financial fraud and illegal disclosure of the "one-stop" crime. Interpretation expert: the director of the Criminal Prosecution Research Base of the Supreme People's Procuratorate (Peking University Crime Research Center), the vice president and professor of Peking University Law School Che Hao Kangmei Pharmaceutical's financial fraud, It is a landmark event in the development history of China's capital market. After the CSRC made the administrative punishment and market ban decision on Kangmei Pharmaceutical, Kangmei Pharmaceutical was awarded 2.459 billion yuan of compensation by the court for the loss of securities investors due to the infringement of false statements in the annual report, which became the first case in which the securities class action system with Chinese characteristics established by the new securities law fell into practice. The investigation of legal liability of listed companies does not stop at administrative liability and civil liability. Foshan Municipal Procuratorate of Guangdong Province prosecuted 12 people, including Ma Xingtian, for the crime of illegal disclosure and non-disclosure of important information, and for the crime of manipulating the securities market. Finally, the court imposed a fine of 5 million yuan on Kangmei Pharmaceutical; Ma Xingtian was punished for several crimes and sentenced to 12 years' imprisonment and a fine of 1.2 million yuan; Other company executives also bear corresponding criminal responsibilities. In addition, in view of the relevant behaviors of certified public accountants in the audit process of Kangmei Pharmaceutical, the procuratorate filed a public prosecution according to law for the crime of providing false certification documents and the crime of major misrepresentation of the certification documents. The case has guiding significance in two aspects for the criminal governance of the securities market. On the one hand, senior executives cannot hide behind the name of listed companies to evade their responsibilities. Although Kangmei Pharmaceutical has been punished by the CSRC and has undertaken the civil liability of huge compensation in the name of the company, it does not mean that the legal liability of the company's senior executives is over. The criminal law of our country stipulates a dual punishment system for unit crimes. In addition to punishing the unit, the person in charge and other persons directly responsible for the unit's crime should also be investigated for criminal responsibility. The controlling shareholders, actual controllers, directors, supervisors and senior managers of listed companies are the "key minority" of corporate governance. The criminal will of unit crime is formed through the decision of "key minority", and its criminal behavior is also carried out under the leadership, command or at least consent of this part of personnel. Therefore, when dealing with securities crimes involving listed companies, we should focus on examining whether the "key minority" has financial fraud, illegal disclosure, embezzlement, misappropriation of listed company assets, manipulation of listed company stock prices and other illegal and criminal acts. The prosecution and punishment of Ma Xingtian and others in this case can effectively play the warning and prevention role of the criminal law and compact the main responsibility of the executives of listed companies. On the other hand, intermediary agencies must effectively assume the responsibility of "gatekeeper". In the face of large-scale financial fraud in listed companies, securities companies, accounting firms, law firms and other intermediary agencies are to blame. Whether the listed company completely and truly discloses information and whether the relevant information can be trusted by the majority of investors as the basis for investment requires the securities companies, accounting firms, law firms and other intermediary agencies to fulfill their obligations in accordance with laws, regulations and industry requirements. In this sense, these intermediaries can be described as information
Edit：Ying Ying Responsible editor：Shen Chen
Source：jcrb.com
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