insider
Insider ( initiate ; [ ɪnˈsaɪdə (r) ], English in-side , "inside", "inside", "inside") is someone who has information that is not known to the general public .
General
The Anglizismus has the Germans established in 1970 and was from the American world over. It is assumed that the function or role of the insider is viewed from the outside. The first version of the "Recommendations of the Stock Exchange Expert Commission at the Federal Ministry of Economics to solve so-called insider problems" ( Insider Trading Guideline ) from November 1970 took into account for the first time in Germany the fact that problems arise in transactions by executive and supervisory board members with shares in their companies due to an information advantage which could not be solved satisfactorily with existing law.
Insider knowledge is always presented as an unequal distribution of knowledge in a society . Insiders are "those who belong to the group , identify with it ... and have the group-specific knowledge". The insiders themselves describe all the other people as outsiders and outcasts ( English outsider ). Primary insiders are, for example , persons involved in negotiations , board members or supervisory boards . Secondary insiders are people to whom information - not necessarily from primary insiders - has been passed on.
Use of the term
There are insiders in many specialist areas . Mention should be made of labor law , stock exchanges , journalism , internet jargon , security authorities and tourism .
Employment Law
In labor law, all employees who have knowledge of trade and business secrets are considered to be secret carriers (insiders) . While the trade secret relates to knowledge that exists about the technical and commercial fundamentals of individual company activities such as operational functions , work or service instructions , manufacturing processes and the organization of a company, the trade secret relates to information of an economic nature about the company or its customers (see Banking secrecy ). Business and trade secrets are "any fact related to a company that is not obvious, but only known to a narrowly limited group of people and ... should be kept secret". These secrets are subject to the legal protection of § § 203 StGB (certain professional groups ) and § 204 StGB ( exploitation of secrets) and the law for the protection of business secrets (GeschGehG) against unauthorized acquisition, use and disclosure ( § 1 GeschGehG). The post-contractual obligation of secrecy is usually imposed on the employees in the employment contract .
Stock exchange
In securities law , an insider is someone who receives information about or from listed companies ( issuers ) earlier than the majority of current and potential shareholders . Inside knowledge is knowledge of insiders that remains hidden from the majority of the public . According to Art. 1 No. 1 of Directive 2003/6 / EC of 28 January 2003, inside information is “precise information that is not publicly known, which directly or indirectly affects one or more issuers of financial instruments or one or more financial instruments and which - if they would be publicly known - would be capable of significantly influencing the stock exchange price of these financial instruments or the price of related derivatives ”. Professions such as bankers , stock market traders , journalists , notaries , lead brokers , tax consultants , management consultants , securities dealers , auditors or functions such as the board of directors, supervisory board or another body acquire insider knowledge . They have inside information about circumstances that are not publicly known that affect the issuer or its issues and that, if they become known to the public, are capable of significantly influencing the price. For example, a profit warning is intended to prevent the management board, supervisory board or any other insider of the issuer from exploiting this information in its favor while the public remains uninformed. The insiders could sell their shares at a higher market price as long as the profit warning has not yet affected the price due to lack of publication ; because profit warnings usually lead to price declines.
Until October 2004, German securities law differentiated between primary insiders and secondary insiders . The former were people who had direct access to insider information because of their job , office or social status , such as the management board, supervisory board or members of the executive bodies of a parent company . Secondary insiders were considered to be people who gained knowledge of inside information without, however, themselves being insiders such as employees or external persons (such as corporate consultants, but also cleaning women ). The Investor Protection Improvement Act abolished this distinction in October 2004 and changed, among other things, the WpHG, which regulates insider trading . According to § 26 WpHG, an issuer is now obliged to inside information before its publication of BaFin and the management of the stock exchanges to inform on which its financial instruments are admitted to trading and immediately after its publication the Company Register to submit for storage. According to Article 17, Paragraph 1 of the Market Abuse Ordinance (MMVO), issuers must disclose inside information to the public as soon as possible as part of ad hoc publicity . A constantly updated insider list also obliges the issuers to keep a register of all insiders. According to Art. 18 Para. 1 MMVO, insiders are all persons as employees or contractors who have access to insider information.
The former insider trading guidelines of November 1970 included the members of the executive bodies of a company and its affiliated companies , employees with access to confidential information, major shareholders with more than 25% share ownership and executive bodies and employees of credit institutions with knowledge of inside information. These insider trading guidelines prohibited insiders from concluding or having concluded transactions in insider securities for their own benefit or for the benefit of third parties using inside information. They were amended in August 1994 by §§ 12 ff. WpHG a. F., which in July 2016 were in turn transformed into a liability for damages for the issuer in Section 97 of the WpHG in the event of failure to provide inside information.
journalism
If news or information from their source is given a blocking period vis-à-vis the press , it is considered to be inside information until the deadline has expired and may not be published. Since November 2006, the German Press Council has made it the responsibility of the editors to observe these blocking periods or not.
The agreed confidentiality must generally be observed. Journalists are not allowed to share or make inside information accessible to anyone. Insiders are often cited as a source of information in investigative journalism when scandals , criminal activities, irregularities or misconduct are uncovered with their support. The press council stipulates in the press code that informants may not be disclosed without the express consent of the source.
Network jargon
The insider joke ( English meme ) is an internet phenomenon and is shortened to the word insider in internet jargon . Such so-called "insiders" are often used in instant messaging SERVICES for example as office messages ( englisch away messages ) or Internet forums . They consist of a combination of a saying or a quote with photos or videos. Outsiders can only follow a comment or the punch line of a joke without understanding because they do not belong to the group about which the story is about. You first have to be initiated into the background, i.e. get insider knowledge, in order to be able to smile as well. But it can also be information that only concerns certain people.
Security agencies
In criminology , certain social groups (such as gang crime , organized crime by clans or the mafia , or even political parties ) have criminal knowledge that they do not disclose outside of their group. In order to gain access to this knowledge, security authorities such as the police or the Office for the Protection of the Constitution occasionally have to use the insider (also called V-Mann there).
tourism
The term “ insider tip ” is particularly common in tourism and other specialist areas . If someone like the tour guide or tour guide or the travel report has more detailed knowledge of a particular situation / landscape / location from their own knowledge, they pass this knowledge on to interested parties as an insider tip .
economic aspects
Inside information is asymmetrical information because the insider has more or better information sooner than the rest of the public. If an insider utilizes this information, for example through securities orders , he can achieve price gains or prevent price losses, which other market participants can not do because of their lack of knowledge. The ban on insider trading aims to prevent such asymmetrical information by prohibiting market participants who have inside information from exploiting it. The insider thus has a knowledge advantage that he can only use for his own purposes if this does not involve a violation of a legal prohibition .
The whistleblower also has inside knowledge that he brings to the public from secret or protected sources by violating laws ( betrayal of secrets , treason ) or employment contracts (trade and business secrets). In the insider-outsider theory of labor economics , the insiders are the job owners and the outsiders are the unemployed .
Web links
Individual evidence
- ↑ Ralf J. Wojtek, Insider Trading in German and American Law , 1978, p. 13
- ↑ Benita and Thomas Luckmann, An exemplary story: The witch persecution in Salem in the 17th century , 1983, p. 31
- ^ BGH, judgment of April 27, 2006, Az .: I ZR 126/03 = GRUR 2006, 1044
- ↑ Wolfgang Ballwieser , Insiderrecht und positive share price theory , 1976, p. 231
- ↑ it was repealed in July 2016 by the MMVO
- ↑ Artur Woll (Ed.), Wirtschaftslexikon , 2008, p. 377
- ↑ Frank Rüttenauer, Directors' Dealings - Investigation of performance effects after reportable share transactions , 2007, p. 5
- ↑ Thomas Dittmar, Internal Markets in Banks , 2001, p. 20
- ↑ Petra Buck-Heeb, Capital Market Law , 2009, p. 85 ff.
- ↑ Petra Buck-Heeb, Capital Market Law , 2009, p. 191 f.
- ↑ Hans Heinrich Jescheck, German state criminal law reports on the XI. International Congress of Comparative Law , Caracas 1982, 1982, p. 56
- ↑ Jürgen Heinrich / Christoph Moss, Business Journalism: Basics and Practice , 2006, p. 79 f.
- ↑ Stephan Figiel, The passing on of insider information in stock corporations , 2005, p. 84
