Along with the rapid development of capital market in China, the standard of materiality, the primary factor in the definition of insider information, has increasingly reflects the confusion in different legal norms since the crackdown on insider trading in the 1990s, and the confusion apparently caused the difficulty of Legislation and application in practice. The problems include how to choose the Reasonable Investors Decision-making Standard(RIDS) or Price Sensitivity Standard(PSS), how to define the price of the securities ″may″ be effected or ″actually″ being effected, and how to make clear the way and the projects in enumeration etc. Through the analysis based on the three legislative modes, including the abstract type(RIDS and PSS), enumeration type and comprehensive type, and considering the context of the current legal framework and actual conditions of China, these problems are proposed to be solved from the following three aspects. Firstly, we should combine the RIDS and PSS. These two standards seem highly different but actually share some deep connections. On the one hand, with the disclosure of information, the reasonable investors will make decisions after analyzing information, and the decisions will affect the price, then the price will also affect the decision-making. Investment decisions and price volatility are of the same essence at different levels and different stages; On the other hand, there is inherent defects in applying no matter which standard alone. From a global perspective, whether in the United States, or in the EU or the Taiwan region, integration of RIDS and PSS has become a trend. Secondly, clarify Subjective Sensitivity Standard. The 75th article in securities law — ″have a material influence on the price of the securities″ should be interpreted into ″may have a material influence on the price of the securities,″ and this is consistent with literal interpretation and system interpretation. According to the real cases and punishment that Securities Regulatory Commission once carried out, the disclosure of the listed information does not inevitably cause price fluctuations due to the complexity of market. What 's more, according to the Effective Market theory, the security market in China is not yet a strong form of efficiency market, which means that to absorb information completely is beyond its capacity. It 's apparently unreasonable that doer needs to wait for a period of time to determine whether his behavior is an insider trading. Thirdly, perfect the list of insider information. In one respect, it needs a scientific classification, dividing security insider information into three categories: internal information, external information and other relevant information. Internal information is material fact that is concerning the company 's own decisions, financial and operations. External information includes market information that influence specific securities ' supply and demand relationship and information impact all market players. Other relevant information involves material facts related to securities issuers ' operation, business or property etc, which may have a material impact on the security price or investor 's investment judgment. Besides, it will be more realistic to improve the existing matters about insider information by implementing Subjective Sensitivity Standard thoroughly.
引用本文:
李有星 徐鹏炯. 内幕信息重大性标准探讨[J]. 浙江大学学报(人文社会科学版), 2017, 3(3): 168-.
Li Youxing Xu Pengjiong. Research on Materiality Standard of the Insider Information. JOURNAL OF ZHEJIANG UNIVERSITY, 2017, 3(3): 168-.