The Study On US Regulation Fair Disclosure

This dissertation analyses Regulation Fair Disclosure that was issued by the Securities and Exchange Commission of America in August 2000 from economic analytical and comparative legal perspective. It discusses the relation between this US regulation and anti-inside trading laws. Combining the theory and practice of Chinese information disclosure and inside trading at the same time, the author tries to make some reference on its introduction into China and legal supervision for selective disclosure restraint and inside trading.This dissertation has four chapters. In order to illustrate the legal basis of Regulation Fair Disclosure, Chapter One probes into the origin of selective disclosure behavior and its impact on security market, and analyses the relation between the anti-inside trading laws of America and selective disclosure. Chapter Two identifies its legislation background, fundamental elements and application of the regulation, and explores the relevant cases which take place after the implement of the rule. Chapter Three highlights the rule's influence and limitations, as well as conveys the precautionary measures for issuers when taking account of market reaction. Chapter Four highlights the localization of this rule combining Chinese practice. It analyses the feasibility and necessity of the rule's application in China. According to the analysis above, the author comes into the conclusion: China should draw lessons from Regulation Fair Disclosure, perfect the information disclosure system, reform the existing supervisory system, and strengthen the internal control to listed company and security company as well as legal supervision on inside trading at the same time, by this way to standardize our domestic selective disclosure and inside trading.