Automation of Securities Markets and the European Community’s Proposed Investment Services Directive

One aspect of the EC\u27s proposed Investment Services Directive (ISD) is examined: the potential impact of the ISD on the automation of the European securities markets

Stock Market Manipulation and Corporate Control Transactions

The definition of manipulation has recently become a live issue in the context of mergers, tender offers, and going private transactions In responding to allegations of manipulative management tactics, courts have sometimes stretched the concept of manipulation in order to find a violation of section 14(e) or section 10(b) of the Securities and Exchange Act of 1934. In the recent case of Schreiber v. Burlington Northern, Inc., the Supreme Court held that there can be no manipulation without misrepresentation or nondisclosure. The author shows that this is consistent with the antimanipulative provisions of the Exchange Act. He also explores the nature of the deception and the intent that is needed to prove manipulation

Chinese Wall or Emperor\u27s New Clothes? Regulating Conflicts of Interest of Securities Firms in the U.S. and the U.K.

This article has two principal theses. The first is that, while Chinese Walls of securities firms are undoubtedly useful in some instances in preventing the flow of confidential information, the evidence that they actually do this is insufficient to justify basing a legal defense on the existence of a wall in a particular firm. In fact, it is difficult to avoid the conclusion that at some firms the Chinese Wall is nothing but a convenient fiction aimed at avoiding liability for market abuses. The article\u27s second thesis is that the isolation of information within a department of a firm which is achieved by an effective Chinese Wall is inconsistent with the goals of full disclosure, self-regulation, and managerial responsibility that are fundamental to the regulatory systems governing the securities markets of both the U.S. and the U.K. This may be particularly true under the new British rules, where Chinese Walls are designed to isolate not merely non-public information concerning a firm\u27s investment banking clients, but also information concerning the firm\u27s internal operations, such as trading for its customers\u27 and its own account, or the work of its research department