| Summary: | 碩士 === 中原大學 === 財經法律研究所 === 90 === This research primarily focuses on issues regarding fair disclosure of information and curbing the rampant insider trading in Taiwan, by adopting the comparative legal study method to introduce the US’ SEC newly promulgated Regulation FD. As issues with respect to information disclosure and insider trading reveal problems of securities supervisory authorities everywhere, this research examines the regulation itself, the correlation amongst fair disclosure, prevention of insider trading, and the present disclosure system in Taiwan, so as to furnish a tentative proposition for further improvement.
The scheme of the research comprises six parts as follows:
Part I illustrates the motives, methods, limitations and realm of this paper.
Part II bases its interpretation on Economics methodology, by which to explore the causes of insider trading, such as information asymmetry and efficient capital market hypothesis. This part also reviews and comments on the rationale behinds the regulation of insider trading.
Part III focuses on the court opinion and development of insider trading regulation in the United States. This research indicates that US’ SEC dedicated itself to reviving the “parity of information” theory, which was previously overruled by the US Supreme Court.
Part IV analyzes the Regulation FD, including the background of legislation, content, impact and corporate compliances. Lacking of clear criteria for “materiality”, the market responded the new regulation with so called the “chilling effect”, and the SEC tried to balance between the turmoil and efficacy of the regulation.
Part V depicts current disclosure rules, including the routine filing with the SEC, prompt disclosure of material information, and the stipulation of “earning projections” in Taiwan.
Furthermore, compares the differences between Regulation FD and the similar rules in Taiwan.
Part VI itemizes issues as well as propositions pertaining to shaping a conclusion of this research. Meanwhile, this part tentatively contours prospects of establishing the regulatory scheme of information disclosure in Taiwan.
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