Question:
Discuss About The Comparative Business Social Responsibility?
The present report aims to analyze and examine the key issues involved in the given case study of ‘Insider Trading at the Galleon Group’. The insider trading at Galleon represents the biggest case of fraud and conspiracy that lead to the conviction of its co-founder, Rajaratnam along-with requiring him to pay heavy penalty and fines. The Galleon Group was privately owned hedge fund firm involved in providing services to the investors through managing their portfolio’s consisting of stocks, bonds and other financial instruments. However, the firm was found guilty of involved in insider trading activities for improving its profitability position through gaining insider information about the company stocks. As a result, Rajaratnam was founded guilty on 14 counts in the year 2011 along with the executives of big companies such as Intel, McKinsey, IBM and Goldman Sachs by the SEC (Securities Exchange Commission) and the U.S federal law. In this context, the present report demonstrates a critical evaluation if the case through examining the information gathering techniques used by Rajaratnam’s on Wall Street and implications of sharing confidential materialistic information by insiders to outside parties. Also, it evaluates the necessity of deterring the fund managers involved in insider trading for securing the confidential information of the business entities.
As analyzed from the case study, the Galleon Group collapsed due to insider trading activities used by its co-founder Mr. Rajaratnam’s. The insider trading activities refer to accessing the non-public information from the insider groups of a business entity and using it illegally for making profits through trading its stocks and securities. The Galleon Group is involved in managing the investor’s funds and providing them superior returns. However, the collapse of the entity in the year 2011 due to insider trading activities and thus violating the accounting principles of protecting the investors interest by gaining an undue advantage in the marketplace by trading on non-public information. On the basis of this case, it can be said that information-gathering techniques used by Rajaratnam’s such as using illegally the contacts made in the financial markets for achieving the non-public information for personal profit motives (Ferrell, Fraedrich and Ferrell, 2016). These activities of exchanging the non-public information is common on the Wall Street as financial analysts and top executives of the companies sometimes involve themselves in illegal conduct for monetary benefits. The technique of insider trading will be a continuous problem as the people involved will find more innovative ways of accessing the confidential information about the stocks and securities (Lyon and Plessis, 2005).
As evident from the case study, Rajaratnam’s posses sound knowledge of the financial markets as he has worked previously as a financial analyst and also has done extensive research on stock markets. The extensive contacts made by Rajaratnam’s with the financial analysts and top executives of the company have enabled him to conduct insider trading activities successfully with realizing of heavy profits. As such, it can be said that investors, analysts, fund manager and top executives who possess sound knowledge of stock markets can utilize such information for illegal trading of stocks (Ferrell, Fraedrich and Ferrell, 2016).
In this context, it is required that regulators, investors and executives can only restrict the occurrence of these activities by monitoring the company’s accounting operations continuously. In this context, regulators are required to have a close watch on the activities of the stock market and any unusual stock market occurrence should be analyzed in detail. The regulators are recommended to incorporate the use of powerful data analysis tools for identifying any fraudulent activities occurring on the stock market (Ferrell, Fraedrich and Ferrell, 2016). The investors should evaluate the past, present and estimated future profitability position of a company before making decisions regarding its investment strategy for a particular stock. This would help the investors to assess in advance any suspicious financial activities prevalent in a company’s accounts and thus securing the hard-earned money of investors (Bainbridge, 2013).
The investors are recommended to adopt long-term investment plan as short-term investments are risky due to their higher volatility. As such, these investments become more prone to fraudulent activities and therefore lack reliability and confidentiality. The investors should devise a long-term strategy before investing in a business entity for securing their investments. The executives need to have organizational commitment and this can be imbibed in them by providing them job satisfaction. Also, the company’s board of directors should insist on employees to sign a non-disclosure agreement that provides guiltiness to them about the punishment likely to be imposed n them for leaking the confidential information to the outside parties. This will help in restricting the sharing of inside information by the company executives to the stock traders (Salinger, 2005).
The confidential material information about a company refers to all its trade secrets, financial information and other proprietary information that should not be released in the market without the consent of the board of directors. The confidential information includes all the protected information of a business entity that includes all the matters related to board or specific information consisting of technical or financial data. The information is said to be confidential in the stock trading if it can impact the buying or sell decision of the investors and its materiality is determined by the fact that someone can trade on the stock market through its use for generating higher returns. The materialistic information includes financial facts, estimated future profitability, pending acquisition or investment proposals, future product development, changes in management people, equity or debt structure changes and change in dividend policy. The use of all these materialistic confidential information can help a trader to realize heavy profit margins (Lyon and Plessis, 2005).
The release of such information in the market without its public disclosure would cause the breach of confidentiality providing unfair advantage to some participants in the market over the others. The investors, creditors, analysts, fund managers can use such non-public information for their personal monetary gains. Thus, as such it can be said that confidential information has high value and its sharing without the consent of the involved parties can result in running their private lives. The implications of sharing such confidential information causes monetary issues such as heavy penalties on the parties involved, job loss or wastage in the judicial processes. The company and the people involved in such fraudulent activities besides monetary losses also are likely to loose their goodwill and dignity in the market in future context. The disclosure of non-public information on the part of company executives or any other insider parties can provide an undue advantage to some investors who can immediately buy or sale stocks after receiving prior information and boosting their profits (Ferrara, Thomas and Nagy, 2017).
The Securities and Exchange Commission (SEC), the NASDAQ and the Department of Justice have imposed strict rules and regulations for the matters concerning insider trading. These rules and regulations can impose heavy fines and imprisonment to the people who are involved in breach of confidentiality. The Securities Exchange Act of 1934 has devised strict penalties for the persons involved in providing confidential information for their personal gains to the third parties. As such, the people involved in insider trading are liable to incur a penalty of about three times the profit gained by them through such fraudulent activities. Also, they can face a fine of $5 million and up to 20 years sentencing in jail for their illegal trading activities. Besides this, a person involved in such criminal activities can loose their potential job opportunities with the dismissal from their current company. Thus, these all are the possible implications of sharing the confidential information on the parties involved (US Insider Trading Laws, 2009).
The company executives or employees must make sure that in situation they should use material, non-public information for their own personal benefits. They should not realize any such information in the marketplace that can directly or indirectly affect the securities of a company. In this context, the employees should sign a non-disclosure form before joining a company that restricts their involvement in any activities that involves a breach of code of conduct developed by them. As such, it can be said that the possible legal implications of insider trading can be faced by any individual who directly or indirectly tries to manipulate the company’s materialistic information for the personal benefits. The corporate insiders can only conduct the trading of stocks as per the U.S. Securities and Exchange Commission but these trades should not contain nay material information. The implementation of strict rules and regulations for preventing insider trading would help in deterring the directors, executives, analysts, investors, creditors or any person involved with a business corporation to trade in illegal ways (Ferrara, Thomas and Nagy, 2017).
The case study of Gallon Group has revealed that no person can avoid the punishments involved in insider trading activities irrespective of their job status or position in the market. The U.S. government has imposed harsh punishments on Rajaratnam along with the top executives of other companies who are involved with him in illegal trading of stocks. As such, it can be said that people involved in stock trading should strictly draw a line between the right or wrong and restrict themselves from any such activities that is unethical and not permissible by the law. This is essential otherwise the people who posses good knowledge of the stock market can use their capabilities unfairly resulting in the loss of many potential investors. In this context, the utilitarian theory of ethics states that achieving the greatest good for the society should be the ultimate objective of an individual or an institution. As such, the insider trading is referred to as unethical as it leads to inequality in the information possession about the performance of a particular stock and thus causing market inefficiency in the long-term. The theory of behavioral finance states that any economic action that results in the development of unequal or unethical behavior should be market as unethical and illegal (Peck, 2010). Therefore, the various laws and legislations are imposed by the government and SEC on the parties involved in insider trading for promoting transparency in business operations and securing the interests of its overall stakeholders (Insider Trading and Confidentiality Policy, 2016).
The secret conviction of Rajaratnam and other top executives of big companies such as Goldman Sachs, McKinney and Intel involved in insider trading can emphasize son the need of adopting ethical and fair practices in stock market. The heavy punishments given to all the parties involved in the insider trading for profit maximization in the Galleon case have drawn the attention of regulators. The regulators as such are now implementing and adopting strict rules and penalties for the criminals of insider trading. The case of Galleon Group has also demonstrated that most powerful personalities also if involved in unethical trading cannot escape from the harsh penalties and punishment developed by the regulators. The new aggressive technique developed by the government for identification of misleading practices in the stock market can cause the fund managers or investors to pay huge penalties or long-time imprisonment for indulging in insider trading. The use of such techniques is evident from the case of Rajaratnam only where investigators have incorporated the use of wiretaps that was not previously sued in such cases. The investigators are relying on the use of digital techniques such as phone call, email and electronic surveillance that is helping the federal authorities to identify the unethical trading activities (Raj Rajaratnam and Insider Trading, 2017).
The use of such techniques would deter the fund managers and investors to involve in insider trading activities as they can be easily caught. The case of Galleon also resulted in convicting about 26 people with the charges of fraud and conspiracy through the use of digital techniques by the federal authorities. Thus, with the development of new methods for identification of insider trading activities the people involved in stock trading are largely emphasizing on following the ethical codes of conduct for avoiding the occurrence of any fraudulent activities. The widespread occurrence of fraudulent activities involving manipulation of accounting information has emphasized on the development of more strict rules and regulations for overcoming the occurrence of any such events such as insider trading. The Securities Exchange Act of 1934 in this regard under its different sections have defined the civil penalties and the legal liabilities of individuals involved in insider trading to ensure that there is no breach of any confidentiality (Bainbridge, 2013).
However, despite of the development of strict rules and regulations relating to insider trading there is still widespread occurrence of trade fraud activities. This is because the people involved in stock markets are finding new and clever ways of achieving non-public information that would help them to reactive huge profits. The people can achieve illicit information about the stock performances through the use of many innovative technologies such as hacking and thus can perform insider trading. As such, it cannot be said that heavy penalties and fines imposed by the government on the individuals involved in insider trading in recent years can completely restrict the occurrence of such activities in the future. This is because insider trading is regarded to be victimless crime and therefore people penalized for such activities can get free in absence of solid evidences against them (Duff, 2013).
These all facts can also promote the occurrence of insider trading activities in the stock market. The Rajaratnam and other members found guilty in the case of Galleon were proved guilty on the basis of electronic surveillance. The fund managers and investors can also learn from such cases that they should not document or converse over phone calls about the matters relating to the insider trading activities. They can find new and innovative ways of communicating between themselves such as through face-to-face meetings that will result in the absence of developing solid evidences against them. Thus, it can be stated that regulators in this context need to continuously monitor the daily activities occurring on stock market for their prevention (Salinger, 2005).
Conclusion
It has been depicted from the analysis of the case study of Galleon Group that insider trading activities are illegal and unethical. The occurrence of such activities on the stock market results in unequal dissemination of materialistic information about a stock to the stock market participants. As such, some members can have an undue advantage that they can sue for their personal gains resulting in causing huge losses to other investors. The same has happened in the case of Galleon where Rajaratnam, the founder of the company, was illegally involved in insider trading activities for achieving personal motives of profit maximization of his company. The occurrence of this case has caused the need of developing strong rules and regulations for restricting the occurrence of such activities. The Securities Exchange Act has developed civil penalties and other punishments for the people involving in insider trading activities. Although, these legislations can deter the traders from indulging in insider trading activities but cannot completely remove the existence of insider trading activities.
References
Bainbridge, S. 2013. Research Handbook on Insider Trading. Edward Elgar Publishing.
Bainbridge, S. 2014. Insider Trading Law and Policy (Concepts and Insights Series). West Academic.
Duff, T. 2013. The Buy Side: A Wall Street Trader’s Tale of Spectacular Excess. Hachette UK.
Ferrara, R., Thomas, H and Nagy, D. 2017. Ferrara on Insider Trading and the Wall. Law Journal Press.
Ferrell, O.C., Fraedrich, J. and Ferrell. 2016. Business Ethics: Ethical Decision Making & Cases. Cengage Learning.
Insider Trading and Confidentiality Policy. 2016. [Online]. Available at: https://newscorp.com/corporate-governance/insider-trading-and-confidentiality-policy/ [Accessed on: 14 September 2017].
Lyon, G. and Plessis, J. 2005. The Law of Insider Trading in Australia. Federation Press.
Peck, S. 2010. Investment Ethics. John Wiley & Sons.
Raj Rajaratnam and Insider Trading. 2017. [Online]. Available at: https://sevenpillarsinstitute.org/case-studies/raj-rajaratnam-and-insider-trading-2 [Accessed on: 14 September 2017].
Salinger, L.M. 2005. Encyclopedia of White-Collar & Corporate Crime. SAGE.
US Insider Trading Laws. 2009. [Online]. Available at: https://insidertrading.procon.org/view.resource.php?resourceID=001516 [Accessed on: 14 September 2017].
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