【摘要】 法律制度的分割制约了中国统一大市场建设，这个问题在金融市场中表现得尤为突出。长期以来，交易所债券市场已形成相对完善的投资者保护法律框架，而银行间债券市场则面临法律依据不足的问题，导致同一债券在不同市场中适用不同的法治规则。本文构建了统一的理论分析框架，利用两个债券市场法治统一这一准自然实验，实证检验法治统一对金融统一大市场建设的影响。研究发现，两个债券市场实现法治统一后，银行间市场债券交易利差显著下降。机制分析表明，法治统一通过强化投资者保护、缓解合约不完全性而影响金融市场，其作用主要体现在状态验证、合约实施与集体行动协调三项法律机制之中。上述机制进一步通过改善抵押品质量、强化债权人控制权、提升抵押品可获得性以及促进债权人集体行动等渠道而推动金融发展。进一步研究发现，二级市场融资成本的下降能够向一级市场传导，表现为银行间市场债券发行利差显著收窄、债券合约的完全性明显提升。本文从理论与实证两个层面系统揭示了国家法治统一在推进统一大市场建设中的基础性作用，并在法律影响金融市场的具体机制方面弥补了现有文献的不足。本文的结论可推广至其他不完全合约市场，如产业链和劳动力市场等。更多还原

【Abstract】 This paper studies how legal unification promotes the construction of a unified national financial market. Fragmentation of the legal system constitutes a major barrier to the development of a unified national market in China, a problem that is particularly pronounced in financial markets. For a long time, China’s bond markets have been characterized by the coexistence of the exchange-based market and the interbank market, which are institutionally segmented in terms of regulatory regimes and legal foundations. The exchange-based market is governed by a relatively complete legal framework. By contrast, the interbank market, as an over-the-counter market, has long faced controversies regarding the applicability of the Securities Law and other statutes, and has lacked unified judicial standards. Although regulators attempted to fill these gaps through administrative rules, such measures often revealed insufficient legal authority in judicial adjudication.In 2019, the Supreme People’s Court of China issued the Minutes of Symposium on the Trial of Bond Dispute Cases by Courts Nationwide(hereinafter referred to as the Minutes), which for the first time established unified legal standards for the adjudication of corporate bond disputes at the national level, particularly with respect to the trustee system and the adjudication of disputes involving fraudulent issuance and misrepresentation. It marked the beginning of legal unification in China’s bond markets.The paper treats the issuance of the Minutes as a quasi-natural experiment and employs a difference-indifferences approach to examine the impact of legal unification on bond spreads. The empirical analysis uses a sample of dual-listed bonds issued by the same firm and traded simultaneously in both markets, allowing us to compare the pricing of the same underlying asset under different legal regimes. By controlling for bond-and time-level fixed effects, we identify the effect of legal unification on bond pricing. The results show that legal unification significantly reduces secondary-market spreads in the interbank bond market, and the findings are robust across specifications. The decline in spreads operates through three main channels:(1) improvements in state verification, which enhance the ability to verify relevant collateral;(2) strengthened contract enforcement, which enhances creditor control rights and the efficiency of default resolution; and(3) establishment of collective action coordination mechanisms, which improve coordination and bargaining among creditors. Moreover, the reduction in secondary-market spreads leads to reduced spreads in the interbank market and greater use of covenants, enhancing contractual completeness in bond contracts.The contributions of the paper are threefold. First, in terms of theoretical contributions, we develop a unified analytical framework that sheds light on the intrinsic link between law and finance. By systematically examining state verification, contract enforcement, and collective action coordination, we provide novel theoretical perspectives on how legal institutions affect equilibrium contracts and financial market outcomes by mitigating contractual incompleteness. Second, empirically, by using dual-listed bonds issued by the same firm and sharing identical fundamentals, we achieve precise causal identification of the effects of legal protection for bondholders on market outcomes. Third, in terms of external validity, our results offer important theoretical and policy implications not only for financial markets but also for the development of other markets, such as labor markets and production networks, where contracts are incomplete and legal institutions play a central role.更多还原