• <tr id="yyy80"></tr>
  • <sup id="yyy80"></sup>
  • <tfoot id="yyy80"><noscript id="yyy80"></noscript></tfoot>
  • 99热精品在线国产_美女午夜性视频免费_国产精品国产高清国产av_av欧美777_自拍偷自拍亚洲精品老妇_亚洲熟女精品中文字幕_www日本黄色视频网_国产精品野战在线观看 ?

    Reflections and Improvements on China’s Asset-Backed Securities Information Disclosure System

    2024-05-10 07:09:13ZhaoMingxin
    Contemporary Social Sciences 2024年1期

    Zhao Mingxin

    Shenzhen University

    Abstract: Asset-backed securities are developed through complex processes such as asset restructuring and credit enhancement.Therefore,the information asymmetry between issuers and investors is greater compared to traditional securities,which imposes higher requirements on information disclosure for asset-backed securities.Asset-backed securities have characteristics such as diversified disclosers,differentiated disclosure content,and specialized risk factors.China has already formulated a series of rules and regulations regarding information disclosure of asset-backed securities.It is imperative to develop specialized laws and regulations for asset-backed securities,encompass original equity holders and credit enhancement agencies as information disclosers,incorporate information such as underlying asset details,cash flow projections,and credit ratings and enhancements into the disclosure content,and improve the legal liability rules to effectively address false disclosures.

    Keywords: asset-backed securities; asset securitization; information disclosure

    Asset-backed securities (“ABS”) are the products of asset securitization.The so-called “asset securitization” is commonly understood as the process of pooling illiquid assets with future stable cash inflows,structurally restructuring them,and enhancing their creditworthiness,thereby transforming them into securities that can be issued and traded in the securities market to achieve the purpose of financing (Zhou,2020,p.86).From this definition,asset securitization is a process or behavior that results in the creation of ABS.However,some scholars use the terms “asset securitization” and “asset-backed securities” interchangeably,often abbreviating both concepts as ABS.This is not precise,and it is necessary to clarify the distinction.Asset securitization originated in the United States in the 1970s and was embraced by China’s securities market in the early 21st century,quickly becoming one of the market’s hot topics.Over the past decade,although ordinary individual investors have not paid much attention to asset securitization,experts,scholars,and securities practitioners in the fields of economics,finance,and law have increasingly felt its growing influence.As of June 2023,there were a total of 4,311 ABSs listed on the Shanghai Stock Exchange,and their market value reached RMB 1,448.365 billion (SSE.Com.,2023),surpassing that of noncorporate bonds.However,due to the late start of asset securitization in China and the limited duration of practice,the institutional development is still in its early stages.As a result,it has not received sufficient attention and extensive research from the academic community.This limitation has not only affected the research level of asset securitization in China but also indirectly impacted the construction of China’s legal system for asset securitization.On December 28,2019,theSecurities Law of the People’s Republic ofChina(“New Securities Law”) underwent its second amendment.In theNew Securities Law,ABS has been officially recognized as a type of securities.①Paragraph 3 of Article 2 of the Securities Law of the People’s Republic of China states that “The measures for the administration of the offerings of and trading in asset-backed securities and asset management products shall be developed by the State Council under the principles of this Law.”Although the specific rules for its issuance and trading need to be determined by the State Council in the form of administrative regulations,it has secured a position in China’s fundamental securities law,providing upper-level legal support for the construction of a more operational institutional system.Since ABS is a form of securities,it needs to comply with various rules for the issuance,listing,and trading of securities,including the information disclosure rules.

    Peculiarity of ABS Information Disclosure

    Significance of Information Disclosure for ABS

    One important change in theNew Securities Lawis the expansion of the “information disclosure” section to a whole chapter.②Since the initial promulgation of the Securities Law of the People’s Republic of China in 1998,a section entitled “Information Publicity” was included in Chapter III “Trading of Securities”.It was not until the revision of the Securities Law in 2019 that an “Information Disclosure” chapter (i.e.,Chapter V) was formally established.Furthermore,in China’s securities legislation,“information publicity” and “information disclosure” are essentially synonymous terms.This paper also holds the same viewpoint.This demonstrates the legislators’ emphasis on information disclosure.As a part of the capital market,the securities market relies on the distribution and application of pertinent information as one of its fundamental drivers.Effective information transmission serves as one of the important guarantees for the capital market to fulfill its role of resource allocation (Mao et al.,2013).Securities,by their nature,can be regarded as an information product,and investors’ decisions to buy or sell securities are often influenced by certain information.This is particularly true for securities issued through registration,making them highly information-intensive products(Chen,2019).Therefore,the timely,accurate,and complete disclosure of information regarding the operation and management,financial performance,credit status,and other relevant details of the securities issuer has a decisive impact on investors’ investment decisions.It safeguards investors’ rights to know and choose,and it is crucial for protecting investors’ rights to returns.Since the implementation of theNew SecuritiesLaw,China has been shifting from the previous approval-based system to a comprehensive registration-based system for securities listing.This signifies a reduction in the threshold for securities listing.In this context,in order to safeguard investors’ legitimate rights and interests,it is imperative to strengthen the supervision of listed companies’ behavior,and strict regulation of information disclosure is an inevitable outcome of this approach.Therefore,the significance of the information disclosure system in the field of securities law has been increasingly emphasized,to the extent that some scholars have referred to it as the “Publicity is justly commended as a remedy for social and industrial diseases.Sunlight is said to be the best of disinfectant; electric light the most efficient policeman.”(Brandeis,1914) The role of information disclosure in the securities market has been recognized among all circles,requiring no further elaboration.

    ABS is a product of financial innovation that emerged half a century ago.This new type of security is crafted around the cash flows generated by specific assets as its return for investors.It involves a series of complex processes such as asset transfer,asset pool construction,credit rating,and credit enhancement.The complexity of its financing structure and the diversity of participants make the risks involved in ABS evidently more hidden and dangerous than traditional securities.Therefore,for ABS,if there is no genuine,accurate,and complete information disclosure,the asymmetry of information between securities issuers and investors will be significantly expanded.Investors may even be trapped in what is called an “information cocoon” and unable to see the true market situation.Hence,to protect investors’ legitimate rights and interests,maintain the healthy and orderly development of the securities market,and ensure the proper issuance and trading of ABS products,it is imperative to impose more rigorous requirements for ABS information disclosure.

    Differences Between ABS and Traditional Securities in Terms of Information Disclosure

    As mentioned earlier,ABS is a financial derivative that emerged as an innovative product in modern times.As a financial technology,ABS is regarded as one of the three major trends in the field of international financial innovation,along with financial liberalization and globalization (Xiong & Wu,2006).Although ABS belongs to the category of securities,there are significant differences in the structure of its products and the issuance models compared to traditional securities.These differences inevitably manifest in the area of information disclosure.

    More Diversified Information Disclosers

    In traditional securities,the primary duty of information disclosure falls upon the issuer.As jointly liable persons,the controlling shareholders,actual controllers,directors,supervisors,senior managers,and other directly responsible persons of the issuer,as well as the sponsors,underwriting securities companies,and their directly responsible persons,are also liable for the truthfulness,accuracy,and completeness of the disclosed information.However,ABS involves more complex issues due to its unique issuance process.The typical issuance process of ABS: First,the original equity holder(originator) of the underlying assets truly sells the loan claims,accounts receivable claims,intellectual property rights,and other assets to a third-party Special Purpose Vehicle (SPV),which ensures the bankruptcy isolation between relevant asset credit and originator credit.Then,the SPV packages multiple assets into an asset pool through a series of fragmentation and combination,and after credit rating and credit enhancement processes,issues them to investors.The funds invested by investors are used for financing by the original equity holders,while the continuous cash flows generated by the asset pool are distributed to investors as investment returns according to the agreed terms.This process involves various participants,including the original equity holder,SPV,securities custodian,fund manager,credit rating agency,credit enhancement institution,and intermediaries.The range of participants in ABS is clearly broader than that in traditional securities.All these participants have some form of obligation towards information disclosure.Any participant that signs the ABS disclosure documents shall be defined as a legal obligor who bears the corresponding liability under the law for ensuring that the disclosed information is not false,materially misleading or omitting any material facts (Huang,2013).

    Information Disclosure Content With the Underlying Assets as the Core

    One significant difference between ABS and traditional securities is that the issuance of ABS as a form of asset securitization is backed by assets with stable cash flow income,while the issuance of traditional securities such as stocks and bonds relies on the creditworthiness of the issuer (Zhou,2020,p.86).Therefore,the content of information disclosure for traditional securities primarily focuses on the issuer’s operation and management status,particularly the issuer’s financial condition and changes thereof.In contrast,ABS is a “security” backed by “assets.” The term “backed”here essentially refers to the credit foundation for the issuance and repayment of the securities (Zhou,2020,p.87).In its birthplace,the United States,ABS is considered a part of the fixed-income market and,along with the U.S.Treasury bond,municipal bond,and corporate bond,it has contributed to the establishment of a massive fixedincome market (Fabozzi,2017,p.3).In China,all ABSs have been issued in the form of bonds.Therefore,the focus of information disclosure lies in the repayment ability.Most importantly,such repayment ability does not refer to the issuer’s repayment ability,but rather the cash f low generation capacity of the underlying assets.Thus,the creditworthiness of the ABS issuer does not matter; what matters is the underlying assets stripped from the original equity holder and transferred to the SPV.Underlying assets generally refer to property rights or assets that comply with laws and regulations,have clear ownership,can generate independent and predictable cash flows,and can be specified.These assets should have a high level of homogeneity and the ability to generate predictable cash flow income.①Article 19 of the Measures for Supervising and Administrating the Securitization of Credit Assets by Financial Institutions issued by the former China Banking Regulatory Commission (the former CBRC) stipulates that “The credit assets to be securitized by a sponsoring institution of credit assets securitization shall meet the following conditions: (1) having high homogeneity; (2) being able to produce divinable cash flow yields; and (3) complying with the laws,administrative regulations and the relevant provisions set forth by the CBRC and other supervisory and regulatory authorities.”As a Wall Street saying goes,“If it’s cash flows,it goes (into a securitization).” Therefore,the stripping of underlying assets from the overall assets of the original equity holder to enable the repayment capacity of the assets to be separated from the creditworthiness of the original equity holder is a typical characteristic of ABS.Therefore,the primary focus of ABS information disclosure is not on the relevant information of the security issuer,such as the issuer’s production and operations,financial accounting data,changes in shareholders and management,and major operational decisions.Instead,it focuses on the quality (superior or inferior) of the underlying assets to be securitized,the SPV transaction structure,and the forecasted future cash flow conditions.

    Peculiarity of Risk Factors

    Regardless of the type of securities,an important aspect of information disclosure is to reveal the risk factors associated with such securities.In traditional securities,these risk factors are typically reflected through the issuer’s significant investment projects,major guarantee projects,disposal of important assets,and involvement in large-scale litigation.However,ABS is different.Typically,the original equity holder achieves risk isolation by truly selling the assets to be securitized to the SPV.The SPV,as the issuer,is essentially a “shell entity” that primarily acts as a conduit.Its main function is to acquire and manage the assets transferred by the original equity holder and issue securities backed by the assets (Huang,2013).In this case,due to the risk isolation mechanism for the true sale of assets,the risk factors involved in ABS are generally unrelated to the condition and behavior of the original equity holder.Even if the original equity holder goes bankrupt,the SPV can still achieve bankruptcy isolation between the underlying assets and the original equity holder.Therefore,the risk information on ABS is primarily revealed and reflected through factors such as the rationality of the asset pool construction,the validity of the true sale,the effectiveness of the risk isolation mechanism,and the effectiveness of the credit enhancement mechanism.In summary,ABS differs significantly from traditional securities in terms of information disclosure regarding risk factors.

    Current Status and Challenges of the ABS Information Disclosure System in China

    Current Status of the ABS Information Disclosure System in China

    The development history of asset securitization in China is relatively short.Although the earliest ABS project can be traced back to 1996 when the Zhuhai Expressway construction project commenced,asset securitization did not actually start to develop until 2005.In 2005,the People’s Bank of China issued thePilotAdministrative Measures for the Securitization of Credit Assets(the “Pilot Administrative Measures”),and the former China Banking Regulatory Commission (the former CBRC)①The China Banking and Insurance Regulatory Commission (CBIRC) was established in March 2018 by a merger of China’s banking and insurance regulators,namely,the former China Banking Regulatory Commission (the former CBRC) and the China Insurance Regulatory Commission (CIRC).In March 2023,the CPC Central Committee and the State Council issued the Plan for the Reform of Party and State Institutions.Based on the China Banking and Insurance Regulatory Commission (CBIRC),a new institution called the National Financial Regulatory Administration (NFRA) was established,and the CBIRC was no longer retained.issued a series of regulations,including theMeasures for Supervising and Administrating the Pilot Securitization of Credit Assets by Financial Institutions(the “Supervision and Administration Measures”),to promote the development of credit asset securitization products.However,in 2007,the outbreak of the subprime mortgage crisis in the United States led to widespread criticism of ABS backed by credit assets,causing the development of ABS in China to come to a halt.After a period of dormancy,in 2012,the Chinese government recognized the institutional value of ABS as a new type of security that could reduce financing costs for market participants,change the risk management model in the securities industry,enhance financing security,and potentially help address many challenges during the transformation of the financial market.As a result,there was a need for continued development of ABS in China.Therefore,the People’s Bank of China,the former CBRC,and the Ministry of Finance jointly issued theNotice on Relevant Matters Concerning Further Expandingthe Pilot Securitization of Credit Assets,restarting the development process of ABS in China.Furthermore,the scope of assets involved in ABS was expanded.At that time,there were primarily two types of ABS in China: (a) credit asset securitization,with banks and other financial institutions as originators and trust companies as the SPV for issuance; (b) enterprise receivables asset securitization,with non-financial institutions as originators and securities company asset special management plans as the vehicle for issuance.In 2019,the state issued theOpinions of the CPC Central Committee and the State Council on Supporting Shenzhen in Building a Pioneering Demonstration Zone for Socialism with Chinese Characteristics(the “Opinions”),proposing to vigorously promote intellectual property rights securitization.This significantly enriched the content of ABS in China and accelerated its development process.By 2020,the implementation of theNew Securities Lawofficially recognized ABS as statutory securities.

    With the development of ABS,China has also begun to establish information disclosure rules for ABS.In thePilot Administrative Measuresand theSupervisionand Administration Measuresissued in 2005,some principled provisions were made for the ABS information disclosure.Shortly afterward,the People’s Bank of China issued theRules for the Information Disclosure of Asset-backed Securities(the “Information Disclosure Rules”),which provided more professional and targeted regulations for the ABS information disclosure.In 2014,the China Securities Regulatory Commission (“CSRC”)issued theGuidelines for the Disclosure of Information about the Asset Securitization Business of Securities Companies and the Subsidiaries of Fund Management Companies(the “Information Disclosure Guidelines”),further enhancing China’s ABS information disclosure system.Undoubtedly,the provisions regarding information disclosure in Chinese laws and regulations,such as theCompany Law,theSecurities Law,and theSecurities Investment Fund Lawcan also be applied to the ABS information disclosure.In addition,the Securities Association of China,National Association of Financial Market Institutional Investors,Shanghai Stock Exchange,and Shenzhen Stock Exchange have issued a series of self-regulatory rules on the ABS information disclosure,such as theGuidelines for Interim Report Information Disclosure of Asset-backed Securitiesof the Shenzhen Stock Exchange,thus forming a relatively comprehensive system for the ABS information disclosure.

    Challenges of the ABS Information Disclosure System in China

    The aforementioned series of laws,regulations,rules,and normative documents provide a basic legal basis for the ABS information disclosure in China.However,as a system,there are still some challenges in China’s ABS information disclosure rules that need to be addressed to enhance its effectiveness.These mainly include:

    Low Legal Hierarchy and Overlapping Rules

    Judging from the norms summarized above,the rules regarding ABS information disclosure in China lack legislation at the level of laws and administrative regulations.The only regulations that can be included in the legal framework are the regulations issued by financial regulatory authorities such as the People’s Bank of China and the CSRC.More operable norms include self-regulatory rules issued by institutions such as the Securities Association of China,the National Association of Financial Market Institutional Investors,and stock exchanges.These rules are at a comparatively lower level,which limits their applicability.The makers and publishers of the aforementioned rules include various entities such as financial regulatory authorities,financial industry associations,and stock exchanges.The presence of multiple rule-making bodies in the same domain leads to a fragmented set of ABS information disclosure rules,which poses numerous challenges for practical implementation.

    Insufficient Coverage of Information Disclosers

    TheInformation Disclosure Guidelinesstipulate that the manager and other obligated parties are required to disclose information.Other information disclosure obligors include but are not limited to the custodian and credit rating agencies.In the process of asset securitization,there are other participants involved,such as the original equity holder and other service providers apart from the manager,including asset service agencies,custodians,credit enhancement institutions,law firms,accounting firms,and liquidity support providers.According to theInformation Disclosure Guidelines,these participants have contractual obligations to provide information to the manager and ensure that the information is true,accurate,and complete.It can be seen that the main ABS information discloser is the project management organization,which in practice is the SPV.As the issuer of ABS,the SPV assumes the obligation of information disclosure,which seems reasonable and conforms to the basic rules of the securities law.Nonetheless,this stipulation overlooks the distinctive characteristics of ABS transactions: (a) Although the SPV is the issuer,the actual financier is the original equity holder rather than the SPV.This is different from traditional securities.For traditional securities,the issuer is also the financier who obtains funds through the issuance of securities and uses them for financing purposes.Therefore,it is reasonable for the issuer to assume various obligations,including information disclosure.However,ABS is different.In order to obtain financing funds,the original equity holder needs to “truly sell” its specific assets to the SPV,making the SPV the nominal owner of those assets.The SPV then issues securities based on those assets.However,the funds raised from the issuance of securities do not belong to the SPV but need to be transferred to the original equity holder.This leads to a paradox,i.e.,the original equity holder benefits from the issuance of ABS but bears no obligations of the issuer,while the SPV,which does not receive any benefits,has to assume the obligations of the issuer.This clearly contradicts the principle of correlating rights with their respective obligations.(b) As mentioned earlier,the SPV is not actually a real market participant but rather a “shell participant” or “shadow participant.” This makes it difficult for the SPV to fulfill its information disclosure obligations in practice.In the traditional securities field,the issuer of securities is usually a listed company,which has a complete and effective corporate governance structure and can provide sufficient human,physical,and financial resources to fulfill a series of issuer obligations,including information disclosure.However,the SPV lacks this capability.Its market behavior capability is completely incomparable to that of traditional listed companies,making it extremely difficult for the SPV to assume the issuer’s obligations.Therefore,it is not appropriate to limit the scope of the main ABS information disclosers to the SPV.The scope should be expanded.

    Information Disclosure Content Needs to Be Enriched

    Compared to traditional securities,ABS has a more complex trading structure,involves more participants,and has greater uncertainties,thereby entailing higher risks.The purpose of information disclosure is to fully disclose the risk factors to investors and help them avoid investment risks.Therefore,the content of ABS information disclosure should be more comprehensive and enriched.Additionally,since asset securitization relies on the assets for repayment,the disclosure content should not focus primarily on the creditworthiness of the issuer like traditional securities.Instead,it should concentrate on the quality and risk factors of the assets,such as the composition of the underlying asset pool and the quality information of the assets included in the pool.These pieces of information are generally unrelated to the financial condition of the issuer and are not reflected on the balance sheet of the company.They constitute off-balance sheet non-financial information,which is not required to be disclosed in traditional securities.However,the core of ABS information disclosure lies in the underlying asset information,which must be disclosed.Another example is cash flow forecast information,also known as “soft information.” In traditional securities law,securities information disclosure is mainly limited to “hard information,” which refers to the description of objective,verifiable historical events.The main characteristic of soft information is that: it is a predictive statement,such as forecasts,expectations,and statements about future prospects.The person making the statement often lacks existing data to verify its accuracy and mainly relies on subjective estimation and evaluation.In terms of results,predictive information may not match the objective situation.In traditional securities law,predictive information falls under voluntary disclosure,meaning that even if the issuer has the right to voluntarily disclose predictive information,it may choose not to disclose such information.Furthermore,according to the “safe harbor” rule,even if there is a significant difference between the predictive information and the actual situation,it,in principle,does not constitute a false statement.However,stable cash flow is a fundamental factor for establishing asset securitization as it represents the source of funds for repaying investors.Therefore,the predictive information about the future trends of cash flow stability is a critical factor for investors to consider when investing in ABS.If the rules of traditional securities information disclosure are applied,it could potentially harm the legitimate rights and interests of investors.

    Legal Liability System for False Information Disclosure

    During the information disclosure process,making false records or misleading statements that contradict the truth regarding major events,or engaging in major omissions or improper disclosure of information,constitutes false disclosure.False disclosure not only harms the rights and interests of investors but also poses serious hidden dangers to a country’s securities market order and economic security (Liu,2016).Therefore,false disclosure carries legal liability,and the same applies to false ABS information disclosure.Legal liabilities mainly include civil liability,administrative liability,and criminal liability.Due to the limitations of theLegislationLaw,criminal liability can only be defined by laws,and its key elements are very strict,resulting in its less frequent application.Therefore,we will not delve into it extensively in this paper.Over the years,in China’s liability system for false disclosures,administrative liability has accounted for the major portion,while civil liability has played a smaller role.This has resulted in a “heavy punishment and light compensation” scenario.Although it effectively punishes the violators,it fails to provide adequate relief to the investors who have suffered losses.Additionally,stock exchanges have the right to impose disciplinary measures such as public criticism,condemnation,or punitive fines against the violators.However,the liability for such violations is insufficient,and the cost of non-compliance is too low.Moreover,the penalties imposed by exchanges do not fall under administrative punishment but are categorized as “non-administrative punishment regulatory measures,” and there is still a gap between their deterrent effect and the legal liability for non-compliant behaviors.In summary,it is necessary to further improve and refine the legal liability rules for false ABS information disclosure.

    Reflections on Improving China’s ABS Information Disclosure System

    Based on the previous introduction and analysis,we have gained a general understanding of the current status and issues of China’s ABS information disclosure system,and we have briefly analyzed the causes of these issues.This is a necessary prerequisite for us to take measures to solve the problems.Undoubtedly,the ABS information disclosure system is not just a single law or regulation,but rather a system.In this system,theSecurities Law,as the fundamental law regulating the securities industry,needs to establish principled provisions for the ABS information disclosure,thereby providing legislative basis and guidance for the development of lower-level laws.Relevant administrative regulations for ABS formulated by the State Council should include specific rules for ABS information disclosure in a dedicated chapter.The CSRC,the People’s Bank of China,and other relevant institutions should,within the scope of their functions and powers,further refine the provisions of upper-level laws and regulations by formulating administrative regulations,and issue implementation rules,guidelines,and other departmental regulations.This can be supplemented by normative rules,such as industry association rules and securities market rules,to collectively form a systematic and complete ABS information disclosure rule system.Due to the limitations of this paper’s length,it is not possible to conduct a comprehensive study and interpretation of the entire system.Instead,some ideas are proposed to address only a few key issues involved in the system.

    Expanding the Scope of ABS Information Disclosers

    As mentioned earlier,the scope of ABS information disclosers in China is a little narrow,mainly including the SPV,custodians,and credit rating agencies.Other participants are only obliged to provide information to the disclosers but bear no disclosure obligation.Among them,the original equity holder is the direct beneficiary of asset securitization,i.e.,the financier of ABS projects.It should not only enjoy the benefits but also bear obligations.Additionally,the original equity holder has an advantageous position in terms of information concerning issues such as the quality of underlying assets and the stability of cash flows.Therefore,excluding the original equity holder from the scope of information disclosers is not so rational.Considering credit enhancement institutions have stronger capabilities in obtaining and possessing information regarding credit enhancement methods and risk transfer levels than any other participant.Therefore,credit enhancement institutions should also be included in the scope of information disclosers.As for other participants who have access to ABS-related information within the scope of their responsibilities,they must disclose the information as long as the information is relevant to investors (Shen,2008).Therefore,the information disclosure model where the issuer of traditional securities is responsible for information disclosure and other participants provide information to the issuer does not apply to ABS information disclosure.Instead,original equity holders,credit enhancement institutions,and other relevant parties should be directly included as participants in the scope of information disclosers.

    Improving the Content of ABS Information Disclosure

    The core of information disclosure lies in its content,i.e.what information should be disclosed,how it should be disclosed,and to what extent it should be disclosed.As mentioned earlier,ABS information disclosure differs from traditional securities as it focuses more on the information and risk factors related to the “assets” that back the ABS.

    Disclosure of Underlying Asset Information

    As asset securitization involves the fragmentation and combination of underlying assets to construct an asset pool,as well as rating and credit enhancement of assets in the pool,ultimately using the cash flow generated by the underlying assets as the basis for issuing securities.Therefore,the disclosure of relevant information about the underlying assets is undoubtedly an essential aspect of information disclosure.Specifically,the focus of disclosure is on the quality and risk information of the underlying assets.First,it is necessary to determine the type of assets to be securitized,such as whether the assets are superior or inferior.Second,it should be determined whether the asset pool to be disclosed is static or dynamic.If it is determined in the transaction that the principal repayments for a specific period will be used as new assets for reinvestment,then this structure is referred to as a cyclical structure,and the specific period is called a cyclical period.In this structure,the asset pool is essentially dynamic (Fabozzi,2017,p.57).A dynamic asset pool is undoubtedly riskier than a static one.Another important issue is the risk analysis of the asset pool and the proposed structure.These risks include credit risk,interest rate risk,early repayment risk,overdue risk,exchange rate risk,service risk,legal risk,and tax risk (Fabozzi,2017,p.58).When identifying and disclosing risks,it is also important to reveal whether the asset pool is static or dynamic.The former has a constant number of assets and relatively stable risk attributes within the repayment cycle; the latter requires separate identification and disclosure of risks each time during disclosure as there are continuous outflows of old assets and inflows of new assets into the pool.

    Disclosure of Cash Flow Forecast Information

    As mentioned earlier,ABS information disclosure involves disclosing both historical information and future information on cash flows generated by the underlying assets.Disclosure of cash flow forecast information is one of the core elements of asset securitization,and only by reasonably regulating cash flow forecast information can the goal of ensuring financial security be achieved most effectively (Zhao & Tang,2019).However,the disclosure of cash flow forecast information contradicts the rules for disclosure of “hard information” in traditional securities law,and objectively speaking,there are also significant difficulties faced in practice.Although a series of regulations and normative documents issued in China mandate the disclosure of ABS cash flow forecast information,it is often distorted in reality and presented as voluntary disclosure under the guise of mandatory disclosure.Therefore,the existing rules for disclosing cash flow forecast information still need further optimization.In my opinion,since the cash flow generated by underlying assets is the basis for ABS to deliver returns to investors,the prediction of future cash flow trends should not be considered as“soft information” but rather as crucial “hard information,” and its disclosure should undoubtedly be mandatory.In reality,many SPVs are unwilling to conduct in-depth analysis and forecasting of various factors that may impact the profitability of underlying assets.Instead,they rely more on their own experience to make judgments about factors affecting cash flow,mainly due to cost considerations.Therefore,we need to refine the content of disclosure related to factors influencing predictive information.Also,the “safe harbor” rule should not apply to information disclosers in cases where their intentional or gross negligence leads to significant misrepresentation of cash flow forecast information.This prevents the disclosers from simply being exempted and thus increases their cost of non-compliance,encouraging them to fulfill their disclosure obligations with greater care when disclosing cash flow forecast information.

    Disclosure of Credit Rating and Credit Enhancement Information

    In the process of asset securitization,credit rating and credit enhancement are indispensable steps for ABS to reduce credit risk and improve the credit rating of ABS.Investors are most concerned about the credit level and degree of credit risk associated with ABS.In the ABS field,credit risk includes both participant credit risk and asset credit risk.The former involves the basic information of the original equity holder and the SPV,while the latter refers to the risk inherent in the underlying assets,indicating the possibility that the assets that back the ABS cannot generate a sustained and stable cash flow.Credit rating agencies should conduct a reasonable assessment of participant credit risk and asset credit risk in the trading structure,and provide ABS credit rating information and credit risk information as assessment results to the discloser for classified disclosure.Additionally,credit enhancement is a necessary condition for ABS to pass the issuance review.Typically,ABS without credit enhancement is rated at grade C,which is clearly not an attractive credit level for investors.Therefore,through a series of internal and external credit enhancement techniques,the credit risk faced by investors is transferred to the guarantee institution,thereby reducing the credit risk.This can effectively raise the credit rating of ABS to B+ or even A,allowing ABS to gain recognition from more investors and achieve better issuance performance.As the guarantee institution bears the credit risk,it is more concerned about and sensitive to the risk factors inherent in ABS.Therefore,the disclosure of credit enhancement information,including the qualifications of the guarantee institution,methods of credit enhancement,and the results of credit enhancement,can better reveal the credit level of ABS and the stability of ABS cash flow,thus providing a reference for investors’ choices.

    Improving Legal Liability for False Information Disclosure

    As mentioned earlier,in the past,China imposed “heavy punishment and light compensation” for false disclosures.This approach not only failed to effectively protect investors but also reduced the deterrent effect of legal liability.In fact,for market participants,the deterrent effect of civil compensation liability is no less significant than that of various administrative liabilities.However,under the backdrop of the implementation of theNew Securities Law,civil liability has been strengthened with the support of the securities investor representative litigation system.The high-profile“Kangmei Pharmaceutical case” is a typical example.This case not only set a precedent for high compensation for false statements in China’s securities field but also had a strong demonstration effect on the representative group litigation and the joint liability of directors,supervisors,and senior managers of the issuer.Since theNew SecuritiesLawapplies to the entire securities field,its provisions regarding legal liability for false statements also apply to ABS information disclosure.This largely addresses the previous lack of civil liability.In addition,at the end of 2021,the Supreme People’s Court issued theSeveral Provisions of the Supreme People’s Court on the Trial of Civil Cases for Damages for the Tort of Misrepresentation in the Securities Market(“Several Provisions”).These provisions not only classify the legal liability arising from false statements as civil liability but also provide detailed regulations on specific issues related to the process of pursuing civil liability,such as the determination of false statements,materiality,causality,faults,liable participants,and losses.The implementation of theSeveral Provisionshas provided more detailed and operable rules for pursuing civil liability for false statements.However,theSeveral Provisions,in nature,are judicial interpretations rather than laws or regulations.While they can serve as a basis for court judgments,using them as enforcement grounds for law enforcement agencies may be a little strained.The scope of their application is somewhat limited.Therefore,it would be preferable to upgrade the achievements of theSeveral Provisionsinto laws or administrative regulations as soon as possible.

    As a product of financial innovation in the late 20th century,ABS has become a vibrant branch of China’s securities industry.In the process of its development,investors,as the foundation of the securities market,rely heavily on true,accurate and complete information disclosure for the protection of their rights and interests.Therefore,the ABS information disclosure system is an indispensable component of securities laws and regulations.Only with the gradual establishment and improvement of the ABS information disclosure system can we create a brighter future for the development of asset securitization in China.

    在线 av 中文字幕| 老司机影院成人| 一区二区三区免费毛片| 各种免费的搞黄视频| 欧美bdsm另类| 男女啪啪激烈高潮av片| 全区人妻精品视频| 岛国毛片在线播放| 人妻制服诱惑在线中文字幕| 欧美+日韩+精品| 国产精品人妻久久久久久| 国产又色又爽无遮挡免| 熟女av电影| 久久av网站| 国产黄片美女视频| 成人亚洲精品一区在线观看 | 色5月婷婷丁香| 国产在线免费精品| 插逼视频在线观看| 国产av码专区亚洲av| 午夜福利在线观看免费完整高清在| 亚洲国产高清在线一区二区三| 欧美区成人在线视频| 久久鲁丝午夜福利片| 久久女婷五月综合色啪小说| 成年美女黄网站色视频大全免费 | 国产精品久久久久久精品古装| 国产精品久久久久久精品古装| 一级av片app| 亚洲国产精品国产精品| 精品久久久噜噜| 国产 一区 欧美 日韩| 国产欧美日韩一区二区三区在线 | 26uuu在线亚洲综合色| 精华霜和精华液先用哪个| 国产亚洲5aaaaa淫片| 只有这里有精品99| 亚洲真实伦在线观看| 亚洲av欧美aⅴ国产| av网站免费在线观看视频| 国内少妇人妻偷人精品xxx网站| 日韩欧美 国产精品| 成人毛片a级毛片在线播放| 亚洲精品日韩在线中文字幕| av免费观看日本| 五月玫瑰六月丁香| 亚洲av电影在线观看一区二区三区| 18禁在线无遮挡免费观看视频| 国产精品久久久久久精品电影小说 | 欧美3d第一页| 一级爰片在线观看| 国产成人精品福利久久| 国内少妇人妻偷人精品xxx网站| 欧美精品一区二区免费开放| 亚洲欧美成人综合另类久久久| 亚洲欧洲国产日韩| 少妇丰满av| 日本午夜av视频| 亚洲国产精品专区欧美| av又黄又爽大尺度在线免费看| 国产精品女同一区二区软件| 一个人看的www免费观看视频| 日韩在线高清观看一区二区三区| 国产精品国产三级专区第一集| 精品一区二区三区视频在线| 人人妻人人看人人澡| 成人毛片60女人毛片免费| 国产国拍精品亚洲av在线观看| 亚洲综合精品二区| a级一级毛片免费在线观看| 国产成人精品久久久久久| 国产男人的电影天堂91| 简卡轻食公司| 亚洲,欧美,日韩| 亚洲欧美精品专区久久| 美女福利国产在线 | 亚洲av二区三区四区| 看非洲黑人一级黄片| 国产成人免费无遮挡视频| 中文字幕制服av| 成人免费观看视频高清| 看十八女毛片水多多多| av免费在线看不卡| 国产美女午夜福利| 人妻 亚洲 视频| 亚洲激情五月婷婷啪啪| 午夜免费鲁丝| 亚洲精品一区蜜桃| 亚洲欧美一区二区三区黑人 | 国语对白做爰xxxⅹ性视频网站| 久久精品国产鲁丝片午夜精品| 亚洲色图av天堂| www.色视频.com| 国产精品久久久久久av不卡| 99热这里只有是精品50| av网站免费在线观看视频| 一级a做视频免费观看| 最近的中文字幕免费完整| 欧美高清成人免费视频www| 日韩av不卡免费在线播放| 成人影院久久| 亚洲av综合色区一区| 91狼人影院| av播播在线观看一区| 亚洲av福利一区| 亚洲色图综合在线观看| 亚洲av免费高清在线观看| 国产亚洲精品久久久com| 亚洲欧美清纯卡通| 免费黄色在线免费观看| 国产在线一区二区三区精| 亚洲中文av在线| 亚洲怡红院男人天堂| 高清欧美精品videossex| 青春草视频在线免费观看| 男女啪啪激烈高潮av片| 国精品久久久久久国模美| 成年av动漫网址| 美女脱内裤让男人舔精品视频| 少妇人妻久久综合中文| a 毛片基地| 人人妻人人爽人人添夜夜欢视频 | 亚洲欧洲国产日韩| 女性被躁到高潮视频| 亚洲av中文字字幕乱码综合| 亚洲天堂av无毛| 国产成人a∨麻豆精品| 涩涩av久久男人的天堂| 免费人妻精品一区二区三区视频| 国产av国产精品国产| 又爽又黄a免费视频| 午夜福利网站1000一区二区三区| 久久人人爽av亚洲精品天堂 | 最近最新中文字幕免费大全7| 婷婷色综合www| 久热这里只有精品99| 免费高清在线观看视频在线观看| 卡戴珊不雅视频在线播放| 极品少妇高潮喷水抽搐| 汤姆久久久久久久影院中文字幕| 一级毛片久久久久久久久女| 国产 一区 欧美 日韩| 寂寞人妻少妇视频99o| 日韩强制内射视频| 中文字幕亚洲精品专区| 三级国产精品欧美在线观看| 日本猛色少妇xxxxx猛交久久| 精品人妻熟女av久视频| 性高湖久久久久久久久免费观看| 亚洲一级一片aⅴ在线观看| a 毛片基地| 麻豆成人av视频| 搡女人真爽免费视频火全软件| 欧美成人一区二区免费高清观看| 精品一区二区三卡| 国产精品成人在线| 亚洲欧美清纯卡通| 日韩国内少妇激情av| 国产成人免费观看mmmm| 三级国产精品片| 亚洲中文av在线| 国产精品人妻久久久影院| 在线免费观看不下载黄p国产| 97超碰精品成人国产| 26uuu在线亚洲综合色| 国内精品宾馆在线| 亚洲久久久国产精品| 99久久精品热视频| a 毛片基地| 伊人久久精品亚洲午夜| 久久99热这里只有精品18| 亚洲综合精品二区| 中文资源天堂在线| 国产成人91sexporn| 国产 精品1| 亚洲欧美日韩东京热| 亚洲国产精品专区欧美| 国产亚洲一区二区精品| 国产高清不卡午夜福利| 欧美国产精品一级二级三级 | 国产成人一区二区在线| 18禁裸乳无遮挡动漫免费视频| 下体分泌物呈黄色| 黄色一级大片看看| 精品一区在线观看国产| 97在线人人人人妻| 亚洲精品日韩av片在线观看| 黄色视频在线播放观看不卡| 成人亚洲欧美一区二区av| 成人特级av手机在线观看| 男人狂女人下面高潮的视频| 亚洲第一区二区三区不卡| 伦理电影免费视频| 少妇精品久久久久久久| 亚洲精品,欧美精品| 午夜老司机福利剧场| tube8黄色片| 汤姆久久久久久久影院中文字幕| 国产免费视频播放在线视频| 国产精品国产av在线观看| 少妇丰满av| 亚洲四区av| 久久av网站| 最近最新中文字幕免费大全7| 欧美精品亚洲一区二区| 国产黄片美女视频| 一级毛片电影观看| 乱码一卡2卡4卡精品| 国产亚洲5aaaaa淫片| 精品久久久精品久久久| 一个人看视频在线观看www免费| 少妇被粗大猛烈的视频| 99热这里只有是精品在线观看| 色综合色国产| 国国产精品蜜臀av免费| 中文在线观看免费www的网站| 交换朋友夫妻互换小说| 日韩免费高清中文字幕av| 国产伦在线观看视频一区| 精品久久久久久电影网| 韩国av在线不卡| 最近中文字幕2019免费版| 舔av片在线| 国产久久久一区二区三区| 直男gayav资源| 亚洲av中文av极速乱| 亚洲成人手机| 免费看光身美女| 爱豆传媒免费全集在线观看| 成年av动漫网址| 亚洲精品自拍成人| 大香蕉97超碰在线| 伦理电影大哥的女人| 一级a做视频免费观看| 亚洲美女搞黄在线观看| 国产黄色免费在线视频| 国产在视频线精品| 岛国毛片在线播放| 男女国产视频网站| 又黄又爽又刺激的免费视频.| 亚洲精品日韩在线中文字幕| 男人爽女人下面视频在线观看| 99国产精品免费福利视频| 欧美精品国产亚洲| av黄色大香蕉| 深夜a级毛片| 亚洲av免费高清在线观看| 国产成人一区二区在线| 精品久久久久久久久av| 久久久久久久国产电影| 2022亚洲国产成人精品| 简卡轻食公司| 亚洲欧美精品自产自拍| 午夜老司机福利剧场| 日本欧美视频一区| 欧美精品人与动牲交sv欧美| 精品午夜福利在线看| 久久久久国产精品人妻一区二区| 男女无遮挡免费网站观看| av在线蜜桃| 亚洲国产av新网站| 一二三四中文在线观看免费高清| 国产精品久久久久久久久免| 不卡视频在线观看欧美| av免费观看日本| 在线观看美女被高潮喷水网站| 亚洲国产精品成人久久小说| 国产精品麻豆人妻色哟哟久久| 看十八女毛片水多多多| 美女主播在线视频| 亚洲成人手机| 男人添女人高潮全过程视频| 蜜臀久久99精品久久宅男| 国产精品久久久久成人av| 五月开心婷婷网| 狂野欧美激情性xxxx在线观看| videos熟女内射| 日本午夜av视频| 国产中年淑女户外野战色| 亚洲成人av在线免费| 18禁在线播放成人免费| 午夜免费观看性视频| 我的女老师完整版在线观看| 亚洲美女搞黄在线观看| 又大又黄又爽视频免费| 免费在线观看成人毛片| 免费观看av网站的网址| 97热精品久久久久久| 在线精品无人区一区二区三 | 在线播放无遮挡| 最近最新中文字幕免费大全7| 成人二区视频| 街头女战士在线观看网站| 水蜜桃什么品种好| 国产爱豆传媒在线观看| 18禁裸乳无遮挡免费网站照片| 高清视频免费观看一区二区| 青春草亚洲视频在线观看| 男人添女人高潮全过程视频| 自拍欧美九色日韩亚洲蝌蚪91 | 黄色一级大片看看| 亚洲色图综合在线观看| 一个人看视频在线观看www免费| 国产国拍精品亚洲av在线观看| 免费黄网站久久成人精品| 只有这里有精品99| 久久久久性生活片| 久久热精品热| av国产久精品久网站免费入址| kizo精华| 成人18禁高潮啪啪吃奶动态图 | 国产精品久久久久成人av| 性高湖久久久久久久久免费观看| 国产精品女同一区二区软件| 人妻一区二区av| 多毛熟女@视频| 欧美一级a爱片免费观看看| 黄片wwwwww| 欧美丝袜亚洲另类| 国内少妇人妻偷人精品xxx网站| 最后的刺客免费高清国语| 久久婷婷青草| 成人国产麻豆网| 三级国产精品片| 亚洲欧美精品自产自拍| 日本爱情动作片www.在线观看| 日日啪夜夜爽| 亚洲精品亚洲一区二区| 日本欧美国产在线视频| 在线天堂最新版资源| 高清不卡的av网站| 性高湖久久久久久久久免费观看| 免费观看性生交大片5| 熟女av电影| 一级毛片电影观看| kizo精华| 一级毛片久久久久久久久女| 99re6热这里在线精品视频| 国产高清国产精品国产三级 | 少妇裸体淫交视频免费看高清| 成人一区二区视频在线观看| 日韩中文字幕视频在线看片 | 免费久久久久久久精品成人欧美视频 | www.av在线官网国产| 深爱激情五月婷婷| 大又大粗又爽又黄少妇毛片口| 日韩制服骚丝袜av| av线在线观看网站| 亚洲av男天堂| 国产大屁股一区二区在线视频| 久久精品久久久久久噜噜老黄| 日韩一区二区三区影片| 中文欧美无线码| 久久99热6这里只有精品| 男人舔奶头视频| 国产精品久久久久成人av| 熟女电影av网| 一本久久精品| 亚洲第一区二区三区不卡| 夜夜骑夜夜射夜夜干| 大陆偷拍与自拍| av国产久精品久网站免费入址| 免费大片黄手机在线观看| 啦啦啦中文免费视频观看日本| 熟女av电影| 亚洲av电影在线观看一区二区三区| 国产伦精品一区二区三区四那| 国产精品国产三级国产av玫瑰| 老熟女久久久| 最近最新中文字幕免费大全7| 丝瓜视频免费看黄片| 亚洲欧洲国产日韩| 乱码一卡2卡4卡精品| 国产精品一及| 中文在线观看免费www的网站| 国内揄拍国产精品人妻在线| 欧美极品一区二区三区四区| 日本与韩国留学比较| 99热6这里只有精品| 日韩人妻高清精品专区| 精品一区二区三区视频在线| 成人毛片60女人毛片免费| 老司机影院成人| 国产女主播在线喷水免费视频网站| 亚洲综合精品二区| 秋霞在线观看毛片| 少妇人妻一区二区三区视频| 建设人人有责人人尽责人人享有的 | 精品国产三级普通话版| 亚洲国产精品成人久久小说| 日韩成人av中文字幕在线观看| 久久精品夜色国产| 三级经典国产精品| 国国产精品蜜臀av免费| 九九爱精品视频在线观看| 欧美精品人与动牲交sv欧美| 美女内射精品一级片tv| 欧美日本视频| 97超视频在线观看视频| 国产精品一二三区在线看| 肉色欧美久久久久久久蜜桃| 一区二区三区四区激情视频| 人妻 亚洲 视频| 久久久久视频综合| 免费黄网站久久成人精品| 蜜臀久久99精品久久宅男| 日韩亚洲欧美综合| 伦精品一区二区三区| 有码 亚洲区| 丝瓜视频免费看黄片| 国产精品偷伦视频观看了| 久久久久网色| 精品国产露脸久久av麻豆| 国产高清有码在线观看视频| 久久精品熟女亚洲av麻豆精品| 九九久久精品国产亚洲av麻豆| 乱系列少妇在线播放| 成人亚洲欧美一区二区av| 国产精品国产三级国产av玫瑰| 精品国产三级普通话版| 男人和女人高潮做爰伦理| 91精品一卡2卡3卡4卡| 亚洲一级一片aⅴ在线观看| 午夜精品国产一区二区电影| 亚洲激情五月婷婷啪啪| 我要看黄色一级片免费的| 成人亚洲精品一区在线观看 | 日韩欧美精品免费久久| www.av在线官网国产| 久久影院123| 在线观看免费视频网站a站| 亚洲av男天堂| 九九爱精品视频在线观看| 亚洲熟女精品中文字幕| 一级黄片播放器| 欧美区成人在线视频| 少妇裸体淫交视频免费看高清| 亚洲av成人精品一区久久| 亚洲精品日韩av片在线观看| 久久久久国产精品人妻一区二区| 老司机影院毛片| 好男人视频免费观看在线| 插逼视频在线观看| 国产美女午夜福利| 国产精品福利在线免费观看| av线在线观看网站| 国产精品免费大片| 内射极品少妇av片p| 久久精品久久精品一区二区三区| 大香蕉久久网| 久久国内精品自在自线图片| 纵有疾风起免费观看全集完整版| 最近2019中文字幕mv第一页| 联通29元200g的流量卡| 99九九线精品视频在线观看视频| 看免费成人av毛片| 亚洲欧美清纯卡通| freevideosex欧美| 蜜桃久久精品国产亚洲av| 色婷婷av一区二区三区视频| 国产欧美日韩精品一区二区| 国产精品一区二区在线不卡| h日本视频在线播放| 亚洲国产最新在线播放| 啦啦啦视频在线资源免费观看| 久久av网站| 天天躁日日操中文字幕| 老司机影院毛片| 亚洲国产精品成人久久小说| 亚洲熟女精品中文字幕| 最近最新中文字幕大全电影3| 又粗又硬又长又爽又黄的视频| 久久久精品免费免费高清| 黄色怎么调成土黄色| 黄色日韩在线| 亚洲va在线va天堂va国产| 天天躁夜夜躁狠狠久久av| 免费看日本二区| 精品国产三级普通话版| 国产精品麻豆人妻色哟哟久久| 亚洲内射少妇av| 91精品一卡2卡3卡4卡| 国产成人免费无遮挡视频| 永久网站在线| 亚洲精品第二区| 观看av在线不卡| 中文字幕人妻熟人妻熟丝袜美| 黑人高潮一二区| 国产又色又爽无遮挡免| 男男h啪啪无遮挡| 边亲边吃奶的免费视频| 如何舔出高潮| 亚州av有码| 国产精品不卡视频一区二区| 天天躁日日操中文字幕| 亚洲欧美精品自产自拍| 干丝袜人妻中文字幕| 亚洲av.av天堂| 国产午夜精品一二区理论片| 啦啦啦视频在线资源免费观看| 亚洲成人av在线免费| 狂野欧美激情性bbbbbb| 亚洲欧美成人综合另类久久久| 国产高清三级在线| a级毛片免费高清观看在线播放| 亚洲,欧美,日韩| 日韩欧美精品免费久久| 亚洲精品久久久久久婷婷小说| 美女视频免费永久观看网站| 国产一区亚洲一区在线观看| 欧美激情国产日韩精品一区| 中文字幕精品免费在线观看视频 | 久久精品国产亚洲网站| 精品久久久久久电影网| 小蜜桃在线观看免费完整版高清| 一区二区三区四区激情视频| av在线蜜桃| 韩国高清视频一区二区三区| 最近最新中文字幕免费大全7| 日韩一区二区视频免费看| 国产高清有码在线观看视频| 欧美日韩综合久久久久久| 97精品久久久久久久久久精品| 国产精品偷伦视频观看了| av在线app专区| 日韩强制内射视频| 欧美区成人在线视频| 国产黄色视频一区二区在线观看| 亚洲成人中文字幕在线播放| 观看免费一级毛片| 久久久久人妻精品一区果冻| 国产男女超爽视频在线观看| 三级国产精品片| 日日撸夜夜添| 亚洲国产精品999| 中文字幕精品免费在线观看视频 | 亚洲精品456在线播放app| 99久久中文字幕三级久久日本| av专区在线播放| 校园人妻丝袜中文字幕| 国产免费一级a男人的天堂| 麻豆精品久久久久久蜜桃| 九九久久精品国产亚洲av麻豆| 亚洲第一av免费看| 久久精品久久精品一区二区三区| 国产精品久久久久久久电影| 麻豆精品久久久久久蜜桃| av免费在线看不卡| 国产毛片在线视频| 久久国内精品自在自线图片| 日本av免费视频播放| 亚洲av成人精品一区久久| 日韩强制内射视频| 99精国产麻豆久久婷婷| 国产视频内射| 99热网站在线观看| 国产精品不卡视频一区二区| 99久久精品国产国产毛片| 国产一区二区三区av在线| 丝袜喷水一区| 黄色怎么调成土黄色| 边亲边吃奶的免费视频| 内地一区二区视频在线| 午夜激情久久久久久久| 九草在线视频观看| 久久久久国产网址| 丝袜脚勾引网站| 搡女人真爽免费视频火全软件| 男女无遮挡免费网站观看| 亚洲色图综合在线观看| 久久久亚洲精品成人影院| 亚洲精品一区蜜桃| 美女xxoo啪啪120秒动态图| 国产成人精品久久久久久| 亚洲av不卡在线观看| 一边亲一边摸免费视频| 性高湖久久久久久久久免费观看| 国产精品久久久久久精品电影小说 | 久久国内精品自在自线图片| 欧美日韩精品成人综合77777| 日本欧美视频一区| 在线观看免费高清a一片| 午夜福利在线在线| 极品少妇高潮喷水抽搐| 天美传媒精品一区二区| 亚洲电影在线观看av| 亚洲精品456在线播放app| 色哟哟·www| 99视频精品全部免费 在线| 国产视频内射| 国产精品国产三级国产av玫瑰| 国产成人一区二区在线| 亚洲av免费高清在线观看| 亚洲欧美日韩无卡精品| 国产欧美日韩精品一区二区| 午夜福利视频精品| 国产黄频视频在线观看| 男女无遮挡免费网站观看| 亚洲高清免费不卡视频| 欧美日韩在线观看h| 夜夜爽夜夜爽视频| 六月丁香七月| 国产精品成人在线| 精品视频人人做人人爽| 王馨瑶露胸无遮挡在线观看| 国产精品成人在线| 99久久精品一区二区三区| 91久久精品国产一区二区成人| 亚洲成人av在线免费| 中文乱码字字幕精品一区二区三区| 免费观看av网站的网址| 最近的中文字幕免费完整| 亚洲美女黄色视频免费看| 女的被弄到高潮叫床怎么办| 搡女人真爽免费视频火全软件|