The specially appointed train of thought of adjusting civil fraud is: maintaining party autonomy, taking if the declaration of will is free and real as the standard of judging the validity of civil act.

It has a distinctness discrimination among the partnership by estoppel, agency by estoppel and civil fraud.

In recent years,with the development of international trade,there are more maritime frauds than before.

Maritime fraud is a historical problem in international trade,how to prevent and control maritime fraud now becomes a strict issue to be urgently solved in the new international trade system.

This article has discussed the argument,deems that the character of civil liability for securities fraud should be tort liability,so that it can protect legal rights and interests investors of better.