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Who are insiders

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1Who are insiders  Empty Who are insiders Thu Mar 22, 2012 8:28 pm

Asoka Samarakone


Expert
Expert

Who are insiders
see [ The proposed amendment to the SEC]

A person is an “insider” if that person–

a) Possesses information that is not generally available which on becoming generally available a reasonable person would expect it to have a material effect on the price or the value of securities, derivatives or futures contracts; and
(b) Knows or ought reasonably to know that the information is not generally available.
Information” includes-
(a) Matters of supposition and other matters that are insufficiently definite to warrant being made known to the public;
(b) Matters relating to intentions, or likely intentions, of a person;
(c) Matters relating to negotiations or proposals with respect to –
(d) commercial dealings;
(e) dealing in securities; or
(fi) trading in derivatives contract;
(g) Information relating to the financial performance of a company;
(h) information that a person proposes to enter into, or has previously entered into one or more transactions or agreements in relation to securities, derivatives contracts or has prepared or proposes to issue a statement relating to such securities or, derivatives contracts; and
(i) Matters relating to the future.

7 Materiality is defined as information that on becoming generally available would or would tend to have a material effect on the price or value of securities or derivatives contracts refers to information which would or would tend to, on becoming generally available, influence reasonable persons who invest in securities or trade in derivatives or futures contracts in deciding whether or not to – (a) acquire or dispose of such securities or derivatives contracts; or (b) enter into an agreement with a view to acquire or dispose of such securities or derivatives contracts.
8 (1) Information is generally available if – (a) the information has been made known in a manner that would, or would tend to, bring it to the attention of reasonable persons who invest in securities or trade in derivatives contracts of a kind whose price or value might be affected by the information; and (b) Since it was made known, a reasonable period for it to be disseminated among such persons has elapsed. (2) The information referred to in subsection (1) includes information that consists of deductions or conclusions made or drawn from such information.
9 The new Part IV will apply to- (a) acts and omissions occurring within Sri Lanka, in relation to - (i) securities of any listed public company which is formed or carrying on business or is listed within or outside Sri Lanka; and (ii) derivatives and futures contract whether traded within or outside Sri Lanka; and (b) acts occurring outside Sri Lanka in relation to – (i) securities of any listed public company which is formed or is carrying on business or is listed within Sri Lanka; and (ii) derivatives contracts traded within Sri Lanka.

2Who are insiders  Empty Re: Who are insiders Thu Mar 22, 2012 8:57 pm

Redbulls

Redbulls
Director - Equity Analytics
Director - Equity Analytics

Nothing special most of them are similar to USA SEC.

Insider Trading

"Insider trading" is a term that most investors have heard and usually associate with illegal conduct. But the term actually includes both legal and illegal conduct. The legal version is when corporate insiders—officers, directors, and employees—buy and sell stock in their own companies. When corporate insiders trade in their own securities, they must report their trades to the SEC. For more information about this type of insider trading and the reports insiders must file, please read "Forms 3, 4, 5" in our Fast Answers databank.

Illegal insider trading refers generally to buying or selling a security, in breach of a fiduciary duty or other relationship of trust and confidence, while in possession of material, nonpublic information about the security. Insider trading violations may also include "tipping" such information, securities trading by the person "tipped," and securities trading by those who misappropriate such information.

Examples of insider trading cases that have been brought by the SEC are cases against:

Corporate officers, directors, and employees who traded the corporation's securities after learning of significant, confidential corporate developments;
Friends, business associates, family members, and other "tippees" of such officers, directors, and employees, who traded the securities after receiving such information;
Employees of law, banking, brokerage and printing firms who were given such information to provide services to the corporation whose securities they traded;
Government employees who learned of such information because of their employment by the government; and
Other persons who misappropriated, and took advantage of, confidential information from their employers.
Because insider trading undermines investor confidence in the fairness and integrity of the securities markets, the SEC has treated the detection and prosecution of insider trading violations as one of its enforcement priorities.

The SEC adopted new Rules 10b5-1 and 10b5-2 to resolve two insider trading issues where the courts have disagreed. Rule 10b5-1 provides that a person trades on the basis of material nonpublic information if a trader is "aware" of the material nonpublic information when making the purchase or sale. The rule also sets forth several affirmative defenses or exceptions to liability. The rule permits persons to trade in certain specified circumstances where it is clear that the information they are aware of is not a factor in the decision to trade, such as pursuant to a pre-existing plan, contract, or instruction that was made in good faith.

Rule 10b5-2 clarifies how the misappropriation theory applies to certain non-business relationships. This rule provides that a person receiving confidential information under circumstances specified in the rule would owe a duty of trust or confidence and thus could be liable under the misappropriation theory.

For more information about insider trading, please read Insider Trading—A U.S. Perspective, a speech by staff of the SEC.

http://www.sec.gov/answers/insider.htm

3Who are insiders  Empty Re: Who are insiders Fri Mar 23, 2012 4:53 pm

Kumar

Kumar
Senior Vice President - Equity Analytics
Senior Vice President - Equity Analytics

Thanks Asoka and Redbulls.

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