Guide to Section 16: Insider Reporting and Short-Swing Trading Liability | |
Media:Price Per Unit:$49.00 |
ISBN:0-8080-1104-9 Page Count:164 pages Format:6" x 9" Perfect Bound Pub. Date:February 2004 More Info: 888-224-7377 |
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.
Assistant U.S. Solicitor General Pratik Shah contended that the SEC is due significant deference based on its long-standing historical practice of applying the materiality standard and its special expertise with respect to what a reasonable investor would want to know.
Insights into legislative activity, cases of note, and other breaking news.
Insights and commentary on health reform.
A forum to discuss antitrust and trade regulation law.
Commentary and musings about securities regulation.
Intended to provide the legal community and others with news and links to vital information on the current financial crisis.
Weekly newsletter provides corporate counsel with need-to-know employment and labor law information.