Legal Characteristics and Amount Determination Standards of Pre-IPO Share Bribery

Pre-IPO (initial public offering) share bribery is characterized by “dual-value attributes” (immediate value and future returns) and “risk asymmetry” (risk avoidance through a guaranteed agreement). Its behavioral structure presents a three-layer legal compliance camouflage, namely procedural legitimacy, contractual standardization, and fund chaining, necessitating a piercing review of the relevance with official positions. Compared to traditional types of bribery, pre-IPO share bribery demonstrates access scarcity, value fission, and risk structuring in terms of objective elements, while in subjective elements, it reflects the continuous influence of power capitalization through deterministic expectation and general intent. In judicial practice, there is a significant divergence between the value recognition model at the time of subscription and the substantial returns determination model in amount determination, the root of which lies in the insufficient systematic regulation of “expected interests” in the existing legal system. In this paper, the “dual legal interest theory” is put forward at the theoretical level, emphasizing that pre-IPO share bribery not only infringes on the integrity of public officials, but also disrupts the fair order of the capital market. Moreover, an innovative “substantial returns deduction method” calculation model is constructed to determine the amount of bribery by deducting the subscription principal and reasonable capital cost from the returns from share sales, thereby evaluating the consideration for power across the two stages of basic difference and value-added returns. In addition, the rules for determining the completion of pre-IPO share bribery are reconstructed through the dual standards of “registration as completion + monetization as supplement”.