29 research outputs found

    The Criminal Liability of Corporations for Insider Trading in Australia: Proposals for Reform

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    The regulation of insider trading - the act of trading in securities or other financial products while in possession of relevant non-public, price-sensitive information - is a controversial and complex area of corporate law. Although there has been a marked increase in the number of individual offenders convicted of insider trading in recent years, there has never been a successful criminal prosecution of a corporation for insider trading in Australia, or even a successful set of civil penalty proceedings. This thesis will focus on corporate criminal liability for insider trading in Australia - a topic of great theoretical and practical significance. Corporations are subject to the prohibition of insider trading under Australian law, yet the absence of any successful prosecution, and the dearth of cases concerning corporate defendants, means the law is untested on many relevant issues, complicated by conflicting views as to the proper application of insider trading laws to corporations. The purpose of this thesis is threefold: (i) to determine the manner in which insider trading laws apply to corporations in Australia; (ii) to critically examine the application of those insider trading laws and identify any associated difficulties or flaws; and (iii) to set out proposals for reform and a new model of corporate criminal liability for insider trading in Australia. This thesis will demonstrate that there are a number of specific problems which can be identified in the application of the elements of the insider trading offence to corporations. In particular, there are many mechanisms, existing under both the general law and statute, which can be used to attribute the elements of the insider trading offence to corporations, although there is a lack of clarity as to their availability and application. These different mechanisms also apply a variety of tests, many of which are conflicting, making it difficult to determine when a corporation will actually be regarded as engaging in insider trading. The Chinese Wall defence for corporations also contains a number of gaps in its operation, creating additional uncertainty. This thesis critically analyses corporate criminal liability for insider trading in Australia. Having regard to the need for legislative certainty and the 'market integrity' rationale underpinning Australia's insider trading laws, this thesis recommends reforms to the existing regulatory regime in order to remedy the identified problems and to better apply the law to corporations. Accordingly, a new model of direct corporate criminal liability for insider trading in Australia is proposed

    Citi case shows need for reform

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    1 page(s

    The Future of insider trading in Australia : what did Rene Rivkin teach us?

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    The case of R v. Rivkin is one of the very few Australian cases resulting in a conviction for insider trading, making it a landmark case in this area of the law. This article examines developments in Australian law relating to insider trading in light of this decision of the New South Wales Court of Criminal Appeal. Aspects of the insider trading offence which have been clarified by Rivkin’s case are examined and discussed, as are those which remain contentious or unclear despite the judgment. The essential elements of the insider trading offence are reviewed in this context, particularly in light of recent legislative reform and relevant academic commentary. This article also considers the role of the courts in interpreting difficult legislative provisions such as the laws regulating insider trading, as well as providing an international perspective by analysing the potential application of key provisions of the legislative regimes of other jurisdictions. Clarification of contentious aspects of insider trading has been much needed, so despite the continuing absence of clarity in relation to some elements of the offence, judicial pronouncement by a higher court on these issues should be viewed as a welcome development to the laws on insider trading.23 page(s

    ASIC v Citigroup: Insider Trading

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    5 page(s

    Book review : 'The Law of insider trading in Australia'

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    Book review of 'The Law of Insider Trading in Australia', by Gregory Lyon and Jean J. du Plessis, 2005, Federation Press, Sydney. ISBN: 1862875634.2 page(s

    There was movement at the station for the word had passed around : how does a company possess inside information under Australian insider trading laws?

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    Australian insider trading laws prohibit a person from trading in securities whilst in possession of non-public, price-sensitive information. One of the essential elements of the insider trading offence is that the alleged insider must possess certain ‘inside information’. If the alleged insider trader is a company, how does that company ‘possess’ information? Must there be ‘knowledge’ or ‘awareness’ of the inside information, or is mere physical possession sufficient? The Corporations Act contains deeming provisions which impute certain knowledge of a company’s officers and directors to the company itself. General corporate law principles of agency may also apply to deem certain information to be within a company’s possession. How do these provisions and principles operate in the context of insider trading? Legal complexities associated with all of these issues will be examined in this article.17 page(s

    The insider trading law and the Steve Vizard case

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