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:
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.
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.
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:
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.
Download or read book Insider Trading written by Paul U. Ali and published by CRC Press. This book was released on 2008-08-22 with total page 452 pages. Available in PDF, EPUB and Kindle. Book excerpt: Insider trading has long been considered an endemic feature of the world's financial markets. It is unsurprising that the recent growth in mergers and acquisitions worldwide has been accompanied by a growth in insider trading, on a scale not witnessed since the 1980's takeovers boom. Insider Trading: Global Developments and Analysis brings together the latest law and finance research on insider trading. It provides expert coverage on the established US, European, and Asia-Pacific securities markets, as well as the key emerging markets of Brazil and the greater China region. Providing high interest and up-to-date content, the book features several recent cases, including that of Martha Stewart.
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.
Download or read book Corporate Governance written by Samuel O Idowu and published by Springer Science & Business Media. This book was released on 2014-04-11 with total page 401 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book brings together a representative collection of perspectives on the way how corporate governance is being aligned with the social responsibility of an organization and the accountability of its management both in large corporations and in medium sized businesses. Examples are given from various industries and branches as well as from different countries and regions across the globe. All examples are commented and explained in detail. Written by a group of selected academic teachers this book is suitable for adoption as a resource for a case driven approach to teaching "Corporate Governance" courses at an upper undergraduate or graduate level.
Download or read book A Guide To Corporate Governance written by N. Gopalsamy and published by New Age International. This book was released on 2006 with total page 376 pages. Available in PDF, EPUB and Kindle. Book excerpt: Concept Of Corporate Governance. Corporate Governance Has Caught The Interest And Imagination Of All Segments Of The Corporate World. Governance Has Assumed Greater Significance In The Light Of Series Of Corporate Failings, Both In Public And Private Sectors. The Society At Large, Have Begun To Loose Faith In The Infallibility Of Governance Systems.What Could Be The Minimum Ethical Standards Is Being Debated. The Characteristics Of Governance, When Applied In The Context Of A Country, Comprises Mechanisms, Processes And Institutions Through Which Citizens And Groups Articulate Their Interests, Exercise Their Rights, Meet Their Obligations And Mediate Their Differences. Its Aim Includes Formal Institutions And Regimes Empowered To Enforce Compliance, As Well As Informal Arrangements That People And Institutions Either Have Agreed To Or Perceive To Be In Their Interests.
Download or read book Representing Corporate Officers and Directors and LLC Managers formerly Representing Corporate Officers Directors Managers and Trustees 3rd Edition written by Lane and published by Wolters Kluwer. This book was released on 2018-12-19 with total page 1588 pages. Available in PDF, EPUB and Kindle. Book excerpt: Representing Corporate Officers and Directors and LLC Managers, Third Edition (formerly titled Representing Corporate Officers, Directors, Managers, and Trustees) is a guide to the practical aspects of corporate governance for attorneys, corporate officers and directors, LLC managers, and trustees. Following the repercussions of past corporate and accounting scandals, new legislation, rules, and standards by governmental bodies and society have greatly increased the focus on the responsibilities and liabilities of directors, officers, managers, and trustees. Increased SEC oversight, new NYSE and NASDAQ listing standards, new cybersecurity compliance guidance, new fiduciary and other duties, and new criminal penalties have all changed the landscape for those who control corporations. By logically laying out the steps to safe corporate governance, the analysis, cases, tables, and checklists guide the veteran and neophyte alike. Representing Corporate Officers and Directors and LLC Managers tells you what to look for...what to look out for...and what steps to take to protect your corporate clients in today's harsh regulatory environment. It's the only up-to-date work of its kind to offer both in-depth analysis and practical guidance on key aspects of this critically important area. This updated Third Edition thoroughly covers: Directors' duties of care and loyalty-- including the different standards which have been imposed on directors regarding the duty of care...the duty of loyalty...the business judgment rule... when directors are entitled to rely on the advice of others...improperly influencing audits under the Sarbanes-Oxley Act... improper distributions...and more. Conflicts of interest--with examples of conflict of interest transactions, and discussion of loans to or by directors and officers...secret profits...and the duty to safeguard confidential or inside information-- plus, how certain transactions considered improper can be ratified and thus become legitimate. Federal securities laws--including everything from overviews of the laws, the SEC, and securities themselves-- to jurisdiction, pleading, remedies, and defenses in securities cases... criminal penalties...and attorneys' responsibilities regarding liability under Sarbanes-Oxley. Indemnification and insurance-- with discussion of mandatory and permissive indemnification and the scope of indemnification in various states... when a director may be indemnified even if not wholly successful in defense of an action...directors' and officers' liability insurance...types and extent of insurance coverage...tax law treatment...and exclusions. Tender offers--including antitakeover measures, two-tier and squeeze-out mergers, and golden parachute agreements, poison pill plans, and greenmail...potential liability in tender offers...and implementing mergers and acquisitions, with securities law, antitrust, tax, accounting, and labor law considerations.
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:
Download or read book Corporate Governance Matters written by David Larcker and published by FT Press. This book was released on 2020-10-07 with total page 561 pages. Available in PDF, EPUB and Kindle. Book excerpt: The Definitive Guide to High-Performance Corporate Governance Fully updated for the latest research, trends, and regulations, Corporate Governance Matters, Third Edition, offers comprehensive and objective information for everyone seeking to improve corporate governance—from directors to institutional investors to policymakers and researchers. To help you design highly effective governance, David Larcker and Brian Tayan thoroughly examine current options, reviewing what is and isn't known about their impact on organizational performance. Throughout, they take a strictly empirical and non-ideological approach that reflects rigorous statistical and research analysis and real-life examples. They address issues ranging from board structure, processes, operations, and functional responsibilities to institutional investors, outside stakeholders, and alternative forms of governance. New discussions of: Environmental, Social, and Governance (ESG) activity and ratings Stakeholder interests CEO activism CEO misbehavior Cybersecurity risks Extensively revised coverage of: Executive compensation Leadership and succession planning Director recruitment, evaluation, turnover, and more The authors' balanced approach provides useful tools for making better, more informed decisions on governance.
Download or read book Corporate Governance Matters written by David Larcker and published by Pearson Education. This book was released on 2015-07-06 with total page 540 pages. Available in PDF, EPUB and Kindle. Book excerpt: This is the most comprehensive and up-to-date reference for implementing and sustaining superior corporate governance. Stanford corporate governance experts David Larcker and Bryan Tayan carefully synthesize current academic and professional research, summarizing what is known and unknown, and where the evidence remains inconclusive. Corporate Governance Matters, Second Edition reviews the field's newest research on issues including compensation, CEO labor markets, board structure, succession, risk, international governance, reporting, audit, institutional and activist investors, governance ratings, and much more. Larcker and Tayan offer models and frameworks demonstrating how the components of governance fit together, with updated examples and scenarios illustrating key points. Throughout, their balanced approach is focused strictly on two goals: to "get the story straight," and to provide useful tools for making better, more informed decisions. This edition presents new or expanded coverage of key issues ranging from risk management and shareholder activism to alternative corporate governance structures. It also adds new examples, scenarios, and classroom elements, making this text even more useful in academic settings. For all directors, business leaders, public policymakers, investors, stakeholders, and MBA faculty and students concerned with effective corporate governance.
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 0 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.
Download or read book The Director and The Manager written by David S. Fushtey and published by IAP. This book was released on 2019-02-01 with total page 1047 pages. Available in PDF, EPUB and Kindle. Book excerpt: Machiavelli Had it Easy is an engaging text for the emerging discipline of governance. Gaps arise when directors and managers come together from diverse vocational and cultural languages and interests. Compressed information streams in the digital age, yet few reconcile silos of business, legal expertise and regulatory public-interests for informed decisions. This text presents research and a market-tested decision-framework for comparative law, market practice, and human nature in the vital strategic-oversight role of governance. Informed by cognitive science, business practice and legal duties, one conclusion is that bias and self-interests are instinctive but reconciling best-interests is not. Too often lessons learned from centuries of law are overlooked. The chapters are a dozen inquiries into recurring problems in the boardroom. Part one is an entry-level technical reference of law and governance principles. Unique appendices of keywords and case notes will aid those new to markets governed by the western rule-of-law and those tripping on gaps in comparative jargon. Part two is a series of practical hot-topics in the context of law and governance; part three looks to next steps in accountability and liability. The text will help accountants, engineers, lawyers, and business operations and market-policy experts from around the world work together, and; professors, professionals and students anticipate change. After drilling through accountability and liability for hybrid organizations, typical crises are revealed to be from a lack of aligning interests and related information churn. Conclusions of the how and why of governance systems link the human condition and the rule-of-law in the digital age.
Download or read book Handbook for Corporate Directors written by Michael Ball and published by McGraw-Hill Companies. This book was released on 1985 with total page 680 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Corporate Governance written by C. V. Baxi and published by . This book was released on 2007 with total page 256 pages. Available in PDF, EPUB and Kindle. Book excerpt: Corporate Governance is about the legal, social and institutional arrangements which provide a broad framework for control and direction of corporate affairs. It involves a set of relationships amongst and between various groups of participants of factor and product markets such as owners, managers, shareholders and several groups of stakeholders. Corporate governance is about the exercise of corporate power which entails decisions on a variety of a company's products and services having long-term ramifications for the economy and society. Worldwide governments' stock exchanges and the regulators have developed guidelines and rules for the conduct of corporate affairs. In most countries legal reforms have been undertaking and appropriate institutions for enforcement have been introduced. In India the SEBI has been in power to develop policies and programs for improving corporate governance process. This book deals with the concepts and practices of corporate governance, as they evolve from time to time and also includes references of research carried out in other countries.
