证券民事案件中之虚假陈述(财报不实)损害赔偿的真实价格如何认定(以及投资人是否与有过失)问题,近来成为两岸证券法学界及实务界共同关心的法律议题。在台湾地区证券诈欺事件团体求偿诉讼中,过去法院多采“毛损益法”计算投资人所受损害,唯因有价证券价格尚可能因为政治局势、经济前景及突发事件等市场因素而变动,不法情事爆发后之股价下跌亦可能掺杂恐慌性卖压等因素在内。故近年来台湾地区司法实务案件,除部分判决外,多数判决参酌民法损害赔偿之原理,似渐有采认“净损差额法”计算之趋势。至于净损差额法下之真实价格的计算方式,则仍众说纷纭,莫衷一是。不法行为之爆发或更正之时点,实务上常难以明确认定,其损害因果关系亦易遭抗辩,因此,实务上面对不同个案于案发前后不同的股价走势。如何建立通案的“真实价格”拟制方式,实为证券法上的重要课题。本文希望详加探讨此等问题,以供两岸之证券法方家参考。 The question of how to determine the true price of damages (and whether or not investors have negligence) in securities civil cases has become a legal issue that has been the common concern of both securities legal academics and substantive circles. In the litigation filed by securities fraud sufferers in the Taiwan area, in the past, the courts used the same method of “gross profit and loss” to calculate the damages inflicted on investors because the prices of securities could still be because of the political situation, economic prospects and emergencies Market factors and changes in stock prices after the outbreak of illegal events may also be doped with panic selling pressure and other factors. Therefore, judicature in Taiwan in recent years, in addition to some judgments, the majority of judgments refer to the principle of civil law damages, it seems gradually accepted “net loss balance method ” calculation trend. As for the calculation of the true price under the net loss margin method, there are still many different opinions. In fact, it is often hard to be clearly identified in practice, and its causality is liable to be defended. Therefore, in practice, we face different stock price movements in different cases before and after the incident. How to establish a case of “real price ” to be prepared, it is an important issue in the securities law. This article hopes to explore these issues in more detail for the reference of securities law firms on both sides of the Strait.