This thesis analyses the relationship between insider trading regulation (broadly interpreted) and equity costs of firms on data from the Chinese, South African and Russian capital markets covering the years from 1995 to 2011. Time series analysis showed -- as expected -- that stock markets in each of the countries react in specific ways: E.g. none of the regulatory measures proved effective in decreasing the equity costs in the case of South Africa. Analysis of the Chinses and Russian data showed, however, a possible common feature of the participants on the two markets. It seems that these markets react to mere signals of upcoming regulatory measures rather than on these measures themselves. This interpretation of the results is thus in line with the rational expectations hypothesis.

O objetivo da dissertação é analisar a estrutura de proteção das companhias brasileiras de capital aberto em relação ao insider trading que, consiste na utilização de informações relevantes sobre as empresas, por pessoas que, por força de sua atividade profissional, conhecem aspectos fundamentais dos negócios das companhias e usam essa vantagem para negociar as ações dessas empresas antes que tais informações sejam de conhecimento do mercado em geral. A proposta do estudo está em responder a seguinte questão: tendo em vista os casos de insider trading julgados pela Comissão de Valores Mobiliários (CVM) entre 2002 e 2014, de que forma as práticas de governança corporativa das companhias abertas brasileiras influenciaram na decisão da autarquia de punir/absolver os seus administradores? Desta forma, analisam-se os processos administrativos sancionadores instalados pela CVM, nos quais administradores de companhias de capital aberto brasileiras foram acusados de negociar ações com informação privilegiada e, assim, evidencia-se o papel da estrutura de governança corporativa das sociedades no processo de punição ou absolvição dos agentes. As consequências econômicas para as companhias abertas que possuem agentes envolvidos na prática de insider trading justificam o presente trabalho. Quando há a ocorrência deste tipo de evento relacionado à determinada companhia, fica clara a fragilidade dos mecanismos de governança corporativa desta empresa e, consequentemente, o mercado precifica tais condições através da desvalorização das ações. Além disso, os escândalos gerados pela publicidade dos casos de insider trading podem, no limite, impactar os resultados operacionais de uma empresa, tendo em vista o tamanho dos impactos tangíveis e intangíveis, ligados ao nome, marca e reputação das companhias. No que tange ao posicionamento de uma empresa brasileira de capital aberto em relação ao insider trading, constatou-se, através da análise dos julgados da CVM entre 2002 e 2014, que ele se materializa nas efetivas práticas das sociedades e não, simplesmente, no nível de governança corporativa no qual a companhia transaciona seus valores mobiliários. A adoção das práticas sugeridas que, por sua vez, permeiam as faces preventivas, de monitoramento e de reação ao ilícito, mitiga consideravelmente o risco de dano à reputação das companhias que as adotarem e, concomitantemente, evita a responsabilização individual de conselheiros e diretores. A experiência brasileira, do período de 2002 a 2014, indica que a compreensão da atuação da CVM no combate ao insider trading aumenta na medida em que o número de processos sancionadores expande e, consequentemente, se amplia a base de dados de precedentes sobre o assunto. Por fim, o constante monitoramento das discussões sobre o assunto, a ampliação da análise estatística de casos julgados de insider trading no país e do comportamento do órgão regulador brasileiro, munem os responsáveis pela gestão das companhias de capital aberto de direcionamentos estratégicos para a elaboração de planos de ação eficientes, a fim de mitigar o risco a que administradores estão expostos em função de seus cargos. / The objective of this thesis is to analyze the protection structure of Brazilian publicly-held companies against insider trading, which consists of using relevant information about companies by people who, due to their professional activity, are aware of fundamental aspects of the companies' businesses and use this advantage to trade shares of such companies before such information is disclosed to the market. The study proposal is to answer the following question: considering the cases of insider trading judged by the Brazilian Securities and Exchange Commission (CVM) between 2002 and 2014, how the corporate governance practices of Brazilian publicly-held companies influenced the decision of the CVM in punishing/acquitting their executives? Thus, the administrative sanctioning processes installed by the CVM were analyzed, in which managers of Brazilian publicly-held companies were accused of dealing with insider information. Therefore, the role of the companies’ corporate governance structure in the decision-making process of punishment or acquittal of the executives is evidenced. The economic consequences for companies that have executives involved in insider trading justify this study. When this type of event is related to a particular company, the fragility of the corporate governance mechanisms of this company is highlighted and, consequently, the market evaluates such conditions through the shares pricing. At worst, the backlash generated by insider trading may impact the operating results of a company, given the considerable tangible and intangible impacts linked to the companies' name, brand and reputation. Regarding the position of a Brazilian publicly-held company in relation to insider trading, it was verified through the analysis of CVM judgments (2002-2014) that it materializes in the effective practices and not simply in the level (BM&FBOVESPA criteria) of corporate governance in which the company transacts its securities. The adoption of prevention, monitoring and reaction suggested practices, mitigates considerably the risk of damaging the reputation of companies and, at the same time, avoids individual liability for directors and officers. The Brazilian experience, from 2002 to 2014, indicates that the understanding of the CVM's action in combating insider trading increases as the number of sanctioning processes expands and, consequently, the database of precedents on the subject is expanded. Finally, the constant monitoring of the discussions on the subject, the expansion of the statistical analysis of insider trading cases in Brazil and of Brazilian regulator behavior provide the managers strategic directions to the elaboration of efficient action plans in order to mitigate the risk to which managers are exposed based on their positions.

In this dissertation, I consider a range of topics related to the role played by information in modern asset pricing theory. The primary research focus is twofold. First, I synthesize existing research in insider trading and seek to stimulate an expansion of the literature at the intersection of work in the insider trading and financial economics areas. Second, I present the case for using Peter Bossaerts's (2004) Efficiently Learning Markets (ELM) methodology to empirically test asset pricing models. The first chapter traces the development of domestic and international insider trading regulations and explores the legal issues surrounding the proprietary nature of information in financial markets. I argue that, practically, the reinvigoration of the insider trading debate is unfortunate because, in spite of seemingly unending efforts to settle the debate, we are no closer to answering whether insider trading is even harmful, much less worthy of legal action. In doing so, I challenge the conventional wisdom of framing insider trading research as a quest for resolution to the debate. By adopting an agnostic perspective on the desirability of insider trading regulations, I am able to clearly identify nine issues in this area that are fruitful topics for future research. The second chapter studies prices and returns for movie-specific Arrow-Debreu securities traded on the Iowa Electronic Markets. The payoffs to these securities are based on the movies' initial 4-week U.S. box office receipts. We employ a unique data set for which we have traders' pre-opening forecasts to provide the first direct test of Bossaerts's (2004) ELM hypothesis. We supplement the forecasts with estimated convergence rates to examine whether the prior forecast errors affect market price convergence. Our results support the ELM hypothesis. While significant deviations between initial forecasts and actual box-office outcomes exist, prices nonetheless evolve in accordance with efficient updating. Further, convergence rates appear independent of both the average initial forecast error and the level of disagreement in forecasts. Lastly, the third chapter revisits the theoretical justifications for Bossaerts's (2004) ELM, with the goal of providing clear, intuitive proofs of the key results underlying the methodology. The seemingly biggest hurdle to garnering more widespread adoption of the ELM methodology is the confusion that surrounds the use of weighted modified returns when testing for rational asset pricing restrictions. I attack this hurdle by offering a transparent justification for this approach. I then establish how and why Bossaerts's results extend from the case of digital options to the more practically relevant class of all limited-liability securities, including equities. I conclude by showing that the ELM restrictions naturally lend themselves to estimation and testing of asset pricing models, using weighted modified returns, in a Generalized Method of Moments (GMM) framework.

Previous literature have documented that the independent directors play a crucial goal in corporate governance but the research on the firm value and board independence remains inconclusive. In my dissertation, I examine the impact of independent directors' geographic proximity to corporate headquarters on the effectiveness of corporate boards and the motivations of board directors. Using a large sample of directors trading, I show that independent directors who live close to headquarters ("local director") earn higher abnormal returns on their trades than other directors, and that this advantage is stronger in small firms. Further, I find an inverse relationship between the number of local independent directors on the board and firm value. Companies with fewer local independent directors also have higher ROA ratios, lower abnormal CEO compensations, and higher CEO incentive compensations. Collectively, the findings suggest that local independent directors are more informed but less effective monitors. I also provided evidence that firms with a higher proportion of directors' incentive compensation are more likely to manage earnings. Directors are more likely to exercise options in the year following the firms' earnings management being in the top tercile of the sample. The results are robust after controlling for self-selection bias. Taken together, the evidence suggests that director incentive pay is more likely to align directors' interest with the CEO's, rather than to induce the directors to act in the best interest of the shareholders.

<p>This thesis consists of an introductory chapter and four self-contained essays on the value relevance of financial statement information.</p><p>Essay 1: The purpose of this essay is to examine relevance of environmental information from an investor’s perspective. The study proposes that the market value of companies will reflect both financial and environmental performance. The theoretical foundation of the study is the accounting based valuation theory outlined by Ohlson (1995). This study provides new insights into how environmental performance is reflected in the market value of Swedish companies listed on the Swedish Stock market.</p><p>Essay 2: In financial accounting research, much effort has been devoted to study the relation between accounting earnings and stock prices. The primary purpose of the second essay is to investigate the effect of alternative return-earnings model specifications to the estimated returns-earnings relation, that is, the earnings response coefficients. The returns-earnings models investigated include the traditional earnings levels and changes, and models including analysts’ earnings forecasts based on Ohlson’s (1995) extended residual income model.</p><p>Essay 3: Fundamental analysis research that focuses on the use of accounting information to estimate equity value, has surfaced as a central theme in market based accounting research of the 1990s (Lee, 1999). The purpose of third essay is to compare two different approaches to valuation based on the theory presented in Ohlson (1995) in terms of explanatory and predictive power of the value estimates. Both approaches are implemented with and without the use of analysts forecasts. </p><p>Essay 4: In this essay data from the Swedish stock market is used to investigate the profitability of two different types of investment strategies based on fundamental-to-value ratios and past insider trading activity. The purpose of the research is to explore four related research questions: (i) Do accounting based trading strategies generate abnormal returns on the Swedish stock market?; (ii) Do trading strategies based on insider trading behaviour generate abnormal returns on the Swedish stock market?; (iii) Do insiders who buy stocks tend to favour value stocks and do insiders who sell stocks tend to dispose growth stocks?; and (iv) Are insiders able to discriminate between temporary high/low fundamentals and temporary low/high prices when buying/selling value stocks and growth stocks? </p>

Starting from 2005 the disclosure of financial forecast for Taiwanese public companies has not been mandatory, firms can decide whether they want to disclose, and if so, how and when to disclose. How does the investor's reaction affect this decision? Furthermore, what is the trade-off between transparency and precision? This study develops a theoretical model in which the voluntary disclosure of earnings forecast is a double-edged sword. Such disclosure may reduce information asymmetry, but simultaneously allows entrepreneurs to hype the stock. The proposed model assumes that insiders might manipulate information and investors can learn with bounded rationality. The analytical results demonstrate that entrepreneurs may forgo earnings forecast disclosure if they can achieve greater profit under non-disclosure. In the multiperiod case, this study shows that insiders would reduce their forecast manipulation behavior due to the cost of forecast error and diminishing marginal expected profit. This study accommodates an explanation of the decrease in voluntary disclosure and the popularity of investor conferences in Taiwan. The inferences of the proposed model are examined based on forecasts issued by Taiwanese listed firms. The empirical results evidence a positive relationship between insiders¡¦ trading profit and manipulation of earnings forecast. Additionally, insiders¡¦ trading profit regarding forecast revisions is greater under voluntary disclosure than mandatory disclosure. This study offers important insights into earnings forecast policy in emerging markets.

The aim of this master&rsquo / s thesis is to estimate the return performance of insiders (persons or firms liable for announcing their transactions to the public in accordance with the Capital Markets Board decrees) from their transactions and assess whether outsiders can earn abnormal returns by following reported insider transactions. In the study, Rolling Portfolio Approach has been implemented. As a result of the analysis made, when the purchases and sales of insiders are considered together, it has been observed that they, generally, cannot earn abnormal positive returns from their transactions or that they earn positive abnormal returns in the short periods that follow their transactions. When the returns of the portfolios consisting of stocks of which the insiders are the net purchasers or net sellers are taken into consideration, it has been perceived that the portfolios made up of stocks of which the insiders are net buyers cannot earn daily positive abnormal returns or that they earn daily positive abnormal returns in the short periods following their transactions. In the meantime, net sale portfolios earn statistically significant abnormal negative returns over longer holding periods. On the other hand, it has been perceived that investors replicating insider transactions, in general, cannot earn abnormal returns by employing an investment strategy founded on following the purchases and sales of insiders together. Moreover, it has been observed that an investment strategy based on buying the stocks of which the insiders are the net purchasers does not bring abnormal positive returns or that it can bring abnormal positive returns in the brief periods after the transactions. In contrast, it has been observed that, generally, in the sample period analyzed in the study, by avoiding buying or selling stocks of which the insiders are the net sellers, outsiders can evade daily negative abnormal returns. Findings of this thesis have important implications for the efficiency of the Istanbul Stock Exchange. Results indicate that the Istanbul Stock Exchange is not Semi Strong or Strong Form Efficient.

There is an ethical dilemma and a legal issue of earnings management and insider trading, and a risk of it affecting the accuracy of financial markets. The use of earnings management leads to an information asymmetry between the corporate management and the financial markets. This paper investigates how earnings management affects insider trading and whether insider trading is a good information source about earnings quality and future performance. Studying companies believed to have conducted earnings management on Nasdaq OMX Nordic Stock Exchange (Stockholm) from 2005 through 2014 indicates that: (1) insiders do not sell shares after managing earnings upwards; (2) the relationship between insider selling and future earnings performance is positive, contradicting agency theory and previous research; (3) the market’s reaction to the earnings announcement one year after suspected earnings management is positive for firms where insiders have sold shares, and vice versa. Taken together, our results are not in line with those of previous studies conducted on other markets. This is likely to depend on the unique Swedish setting with the existence of endowment insurances, where insiders can trade shares without having to disclose their transactions to the market. Because of this, we argue that insider trading is not an adequate signal about Swedish firms’ earnings quality and future performance. We therefor further emphasize the importance of a change in the Swedish legislation, in order to insure the accuracy of financial markets and to protect other investors.

People with insight are known as insiders and they often have access to information which have not yet been publiched. Previous research show that insiders can use their information leverage to assimilate abnormal returns. The purpose of this study is to examine whether insiders in a company can generate abnormal returns by trading shares in their own company. A quantitative methodology has ben practiced in order to achieve the desired result. Data has been collected through Finansinspektionen about the insider trades on the Swedish stock market. We have further used an event study to calculate both the expected and also the abnormal return in order to answer our research issue. The results given from this study show significant abnormal returns when insiders trade with shares in their own company. / Aktier medför ett placeringsalternativ med en viss risk och ger investerare möjligheten att generera en avkastning på sin portfölj. Personer som anses ha tillgång till förtrolig samt kurspåverkande information inom ett företag betecknas som insynspersoner. Tidigare forskning visar att insynspersoner kan utnyttja detta informationsövertag i sin egen vinning för att tillgodogöra sig överavkastning. Syftet med denna studie är att granska huruvida insynspersoner kan generera en viss överavkastning gentemot andra aktörer på marknaden. I denna forskning har en kvantitativ metod tillämpats med en deduktiv ansats. Via Finansinspektionens insynslista kan vi detektera transaktioner genomförda av insiders för att sedan, med användandet av en eventstudie, besvara forskningsfrågan, om insynspersoner kan generera en överavkastning. Hypotesprövningar ligger sedan till grund för att bedöma huruvida resultatet påvisar signifikans. Utifrån denna studie kan vi dra slutsatsen om att nollhypotesen bör förkastas, således menar vi att det förekommer en signifikant överavkastning i samband med att insynspersoner bedriver handel på värdepappersmarknaden.

This thesis addresses two important issues necessary to understand whether insider trading should be prohibited: the effects of insider trading on stock prices and the compensation to insiders for providing information and other related services. This task is accomplished by analyzing stock price changes during corporate takeovers, before and after the regulatory changes in the 1980's that were designed to reduce the level of insider trading. In this thesis, we develop an indirect measure of insider trading that shows how observable stock price movements during takeovers allow one to make inferences about changes in insider trading after regulatory changes. Specifically, we show that when inside information is partially revealed to the market, the effects of regulatory changes on insider trading can be identified by examining the price movements of stocks around takeover announcements. If, however, information is not revealed at all or is fully revealed, it is impossible to identify the effects of regulatory changes on insider trading. We also develop a segmented diffusion model to analyze price movements characterized by cumulative abnormal returns during the period surrounding a takeover announcement. An econometric model is developed to estimate the segmented diffusion model. Naturally, this methodology applies to the study of various events in addition to corporate takeovers and regulatory changes. We conduct empirical analysis to test three hypotheses. With regard to Hypothesis I, we find strong evidence that the tightening of insider trading regulations in the 1980's was effective and that inside information was partially revealed to the market. With regard to Hypothesis II, we find evidence that insider trading regulations have more effect on negotiated takeovers than on takeovers initiated by bidding. With regard to Hypothesis III, we find weak evidence that insiders associated with acquiring firms seek fewer but more profitable takeovers after the introduction of tighter regulations.