ABSTRACT
With the introduction of the “gatekeeper” theory by American scholars into securities service institutions and the increasing improvement of China's stock market, the drawbacks of the rigid joint and several liability for misrepresentation by securities service providers under the Securities Law have become apparent. In particular, the imbalance in the capital market caused by the conflict with the principle of equitable distribution of responsibilities has caused heated discussions in both theoretical and practical fields. Based on the principles of tort law and innovative attempt to allocate liability to intermediaries of individual cases, and in distinguishing between intentional and negligent situations, the application of limited liability breaks through the shackles of all joint and several liability, and has the advantage of scientifically allocating risks. The liability of securities service providers for misrepresentation should be set at a reasonable limit, taking into account such factors as investor interest relief and the degree of fault. Based on the existing legal regulations, it is important to explore the introduction of diverse forms of liability allocation in the issuance and trading market and further analyze the application of proportional joint and several liability.
