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Author : Mushera Ambaras Khan
Publisher :
ISBN 13 :
Total Pages : 154 pages
Book Rating : 4.84/5 ( download)
Download or read book Directors' Accountability & Insider Trading written by Mushera Ambaras Khan and published by . This book was released on 2001 with total page 154 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Author : James Hamilton
Publisher : Cch Incorporated
ISBN 13 : 9780808011040
Total Pages : 164 pages
Book Rating : 4.49/5 ( download)
Download or read book Guide to Section 16 written by James Hamilton and published by Cch Incorporated. This book was released on 2004 with total page 164 pages. Available in PDF, EPUB and Kindle. Book excerpt: The passage of the Sarbanes-Oxley Act dramatically changed the reporting of insider transactions. The Act amended Section 16(a) to require directors, officers and 10 percent equity holders to report their purchases and sales of securities by the end of the second day following the transaction, or such other time established by the SEC where the two-day period is not feasible. The landmark legislation also mandated that transactions between officers or directors and their company previously reportable on an annual basis on Form 5 must now be reported within two business days on Form 4. Sarbanes-Oxley also required that the two-day statement reporting insider trades be filed electronically, and SEC rules require the electronic filing of Forms 3, 4 and 5. Moreover, The SEC must provide the two-day statement on a publicly accessible Internet site by the end of the business day following the filing. Finally, The company, if it maintains a corporate Web site, must provide the statement on that Web site by the end of the business day following the filing. The CCH Guide to Section 16: Insider Reporting and Short-Swing Trading Liability examines the recent changes effected by the Sarbanes-Oxley Act, As well as detailing the rules and interpretations and no-action letters on insider reporting under Section 16(a). In addition, The complex Section 16(b) short-swing trading prohibition is discussed.
Author : Michael R. Siebecker
Publisher :
ISBN 13 :
Total Pages : 51 pages
Book Rating : 4.48/5 ( download)
Download or read book Political Insider Trading written by Michael R. Siebecker and published by . This book was released on 2017 with total page 51 pages. Available in PDF, EPUB and Kindle. Book excerpt: Should the same legal principles that prohibit insider trading require corporations to disclose their political spending as well? The question seems particularly important in light of the increasing dominance of corporations in the political realm, the lack of transparency regarding corporate political activity, and the inherently suspicious motives of corporate executives who use corporate treasuries to advance their personal political preferences. This Article examines how the fiduciary principles of trust that underpin prohibitions on insider trading could inform and enhance the content of the general fiduciary duties that corporate officers and directors owe to their shareholders. Although insider trading prohibitions rest on the statutory foundation of federal securities law, the U.S. Supreme Court extrapolates the content of insider trading doctrine from the overarching common law fiduciary duties that govern the daily decisions of corporate managers. In the insider trading context, however, the Supreme Court has articulated a special disclosure obligation based on those fiduciary duties that is not currently recognized in other areas of corporate law. In particular, the Supreme Court requires that to avoid liability for illicit insider trading, a corporate insider who possesses material nonpublic information must either disclose that information to shareholders prior to trading or abstain from trading altogether.A fiduciary breach due to secret use of corporate assets for personal gain marks the essential concern in both the insider trading realm and in the context of corporate political spending. Therefore, adopting a similar common law fiduciary rule that corporate managers must disclose the amount and target of political expenditures or refrain from engaging in political activity does not seem like much of an intellectual leap. Not only would such a common law disclosure duty fit neatly within existing corporate governance principles, but the compelled transparency would not offend corporations' First Amendment rights. In the end, prohibiting political insider trading through a “disclose or abstain” rule for corporate political spending would promote greater efficiency in the capital markets, ensure corporate accountability and political legitimacy, and sustain the growing market for corporate social responsibility.
Author : Jonathan Moreland
Publisher : Bloomberg Press
ISBN 13 : 9781118239346
Total Pages : 256 pages
Book Rating : 4.42/5 ( download)
Download or read book Trading with the Insiders written by Jonathan Moreland and published by Bloomberg Press. This book was released on 2017-07-05 with total page 256 pages. Available in PDF, EPUB and Kindle. Book excerpt: A detailed guide to profitably piggybacking on the trading moves made by corporate insiders Today, "insider data" is readily available for every publicly available stock. And while stories of illegal "insider trading" abound, the fact is that it is completely legal for corporate executives and directors to freely buy and sell shares of their own firm, as long as they report their transactions to the Securities and Exchange Commission (SEC). Given that company insiders presumably have a better handle on company performance and prospects than outside investors, these transactions may provide you with valuable clues about the future of the company's stock price. Now, in Trade with the Insiders, author Jonathan Moreland, an expert in the analysis of insider stock transaction data, reveals how you can use this information to improve your trading performance. This reliable resource will help investors track how "insiders" trade their own companies' shares by following the Form 4s filed at the SEC. Along the way, it will skillfully guide you through both the how's and why's of making the most of this profitable data stream. Describes how to distinguish between different types of insider transactions The author has used insider data as a major component in his stock recommendations, which have outperformed the S&P 500 index by more than fivefold over the last decade Discusses how to zero in on those transactions that are most likely indicative of a company's future prospects In today's dynamic market, actions speak louder than words. So if you want to improve your trading performance, look at the way corporate executives handle the shares of their company and turn those insights into profits for your portfolio.
Author : Klaus J. Hopt
Publisher : Walter de Gruyter
ISBN 13 : 3110871114
Total Pages : 476 pages
Book Rating : 4.11/5 ( download)
Download or read book Corporate Governance and Directors' Liabilities written by Klaus J. Hopt and published by Walter de Gruyter. This book was released on 2012-08-28 with total page 476 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Author : CCH Incorporated
Publisher : CCH Incorporated
ISBN 13 : 9780808012313
Total Pages : 402 pages
Book Rating : 4.12/5 ( download)
Download or read book Responsibilities of Corporate Officers and Directors written by CCH Incorporated and published by CCH Incorporated. This book was released on 2004-11 with total page 402 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book alerts board members and management to their personal duties and liabilities under the federal securities laws. From the vast body of federal laws, rules, administrative interpretations, and court decisions dealing with securities offerings and transactions, those of particular interest to corporate officers and directors as individuals are discussed here. The materials focus on the Securities Act of 1933 and the Securities Exchange Act of 1934, pertinent provisions of the Investment Company Act of 1940, and the Sarbanes-Oxley Act of 2002. In particular, it focuses on the act's provisions relating to: corporate governance - audit committee duties - fraud penalties - audit committee duties - fraud penalties. Section 16(a) reporting of insider transactions - SEC enforcement powers - officer certification of company reports - internal control over financial reporting, the role and composition of audit committees, auditor independence, and enhanced MD&A disclosure.
Author : Sau Ngan Wong
Publisher :
ISBN 13 :
Total Pages : pages
Book Rating : 4.56/5 ( download)
Download or read book Insider Trading written by Sau Ngan Wong and published by . This book was released on 1999 with total page pages. Available in PDF, EPUB and Kindle. Book excerpt:
Author : Shann Turnbull
Publisher :
ISBN 13 :
Total Pages : 10 pages
Book Rating : 4.15/5 ( download)
Download or read book Corporate Accountability - an Impact on Community Expectations written by Shann Turnbull and published by . This book was released on 2004 with total page 10 pages. Available in PDF, EPUB and Kindle. Book excerpt: This paper was presented to generate debate about proposals developed by a 'Corporate Governance Council' set up by the Australian Stock Exchange (ASX) to advise on new guidelines. The paper identifies the invalidity of the assumptions implicit in the Sarbanes-Oxley Act in the US and the recommendations of the Higgs report in the UK into the role of non-executive directors. The paper describes how these assumptions lack validity in regards to the ability of non-executives directors, who meet the highest standards of independence, being able to protect themselves, the company, shareholders, or other stakeholders. Likewise, the invalidity of the assumption that an auditor can be independent when paid by those they audit. Another fundamental flaw in unitary governance is that the information on which directors rely for monitoring and evaluating the business and its management is provided by management. This widespread arrangement is inconsistent with directors performing their fiduciary role with due diligence and vigilance. A contributing factor to the lack of shareholder engagement to control boards is explained by the unethical but legal practice of a director controlling the process of a board being made accountable by chairing shareholder meetings. Lack of shareholder regulation in Australia also arises from corporations having the power to veto pension fund management mandates and a bank based oligarchy of corporate fund management and influence. While Australia leads the world with its requirement that corporations continuously disclose price sensitive information, the identity of share traders and shareholders, that can also be price sensitive information, is not required to be disclosed at the time of a trade, and this protect and so facilitates insider trading. Ways of ameliorating all these problems are suggested in the paper based on the analysis and recommendations presented in A New Way to Govern: Organisations and Society after Enron archived at: http://ssrn.com/abstract=319867.
Author : Leonard W. Wang
Publisher :
ISBN 13 : 9781633591851
Total Pages : pages
Book Rating : 4.59/5 ( download)
Download or read book Insider Trading Under the Federal Securities Laws and Other Insider Trading Restrictions written by Leonard W. Wang and published by . This book was released on 2017 with total page pages. Available in PDF, EPUB and Kindle. Book excerpt: ... focuses on federal regulation of trading by corporate insiders and other trading involving the misuse of material nonpublic information. It presents the evolution of the prohibition against insider trading, and discusses the safe harbor against certain liabilities offered by Rule 10b5-1. It covers reporting requirements and short-swing profit liabilities for executive officers, directors and 10% shareholders. The prohibition on trading by executive officers and directors during certain pension plan trading blackout periods is also discussed. In addition, the Portfolio discusses the SEC enforcement process, especially as it is applied to insider trading. Particular attention is paid to the broad reach of the agency's investigative powers, and the depth to which the agency enforcement personnel may investigate in their pursuit of potential wrongdoers. Sanctions and other consequences of violations of law are analyzed.
Author : Anup Agrawal
Publisher :
ISBN 13 :
Total Pages : 57 pages
Book Rating : 4.32/5 ( download)
Download or read book Insider Trading Before Accounting Scandals written by Anup Agrawal and published by . This book was released on 2015 with total page 57 pages. Available in PDF, EPUB and Kindle. Book excerpt: We examine insider trading in a sample of more than 500 firms involved in accounting scandals revealed by earnings-decreasing restatements, and in a control sample of non-restating firms. Managers who sell stock while earnings are misstated potentially commit two crimes, earnings manipulation and insider trading, and their selling increases investor scrutiny and the likelihood of the manipulation being revealed. We examine the purchases, sales and net sales of five groups of corporate insiders during the misstated period and a pre-misstated period, using a difference-in-differences approach. Using several measures of the level of insider trading, we estimate cross-sectional regressions that control for other determinants of the level of insider trading. For the full sample of restating firms, we find weak evidence that top managers of misstating firms sell more stock during the misstated period than during the pre-misstated period, relative to the control sample. But in a number of subsamples where insiders had greater incentives to sell before the revelation of accounting problems, we find strong evidence that top managers of restating firms sell substantially more stock during the misstated period. These findings suggest that managers' desire to sell their stockholdings at inflated prices is a motive for earnings manipulation. Our finding that insiders brazenly trade on a crime for which they are potentially culpable suggests that insider trading is more widespread in the market than has been found in the prior literature.
