Monday, July 28, 2008

Section 16(b)

In order to prevent insiders from gaining profit in their own interest, Section 16(b) requires insiders (directors, shareholders who own more than 10% of shares as well as third parties who sold or purchased on their behalf) to return their profits if:
a. the transaction involving the fraudulent conduct occurred within a period of sixth months
b. the transaction must have involved any security besides debt securities.
c. there must have been a profit realized. a profit can be a gain or an avoided loss.

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Discussion

Eva, lawyer of a company is trusted with important information regarding it's future. She then shares that information with Daniel, in exchange for money. Daniel uses the information for personal benefit, even though he knew Eva breached her duty.Who can be held liable?

If Eva hadn't asked for money in return and Daniel was not aware of the breach of duty, who could be held liable?

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