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Insider trading and the problem of corporate agency

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  • Thomas H. Noe

Abstract

This paper models an economy in which managers, whose efforts affect firm performance, are able to make \"inside\" trades on claims whose value is also dependent on firm performance. Managers are able to trade only on \"good news,\" that is, on returns above market expectations. Further, managers cannot trade at all unless permission for such trading is granted by shareholders. Insider trading is in derivative securities and thus does not adversely affect the firm's cost of raising funds. In this setting, it is shown that a prohibition on insider trading may still generate welfare improvement over a regime that allows shareholders to determine insider trading policy. This result obtains because insider trading, although improving managerial effort incentives for any fixed compensation level, also improves the bargaining position of shareholders relative to managers. This reduces the willingness of shareholders to provide expensive effort-assuring managerial compensation packages.

Suggested Citation

  • Thomas H. Noe, 1995. "Insider trading and the problem of corporate agency," FRB Atlanta Working Paper 95-2, Federal Reserve Bank of Atlanta.
    • Handle: RePEc:fip:fedawp:95-2
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    File URL: https://www.atlantafed.org/-/media/documents/research/publications/wp/1995/wp952.pdf
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    References listed on IDEAS

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    1. repec:aei:rpbook:53302 is not listed on IDEAS
    2. Ausubel, Lawrence M, 1990. "Insider Trading in a Rational Expectations Economy," American Economic Review, American Economic Association, vol. 80(5), pages 1022-1041, December.
    3. Anat R. Admati, Paul Pfleiderer, 1988. "A Theory of Intraday Patterns: Volume and Price Variability," The Review of Financial Studies, Society for Financial Studies, vol. 1(1), pages 3-40.
    4. Michael J. Fishman & Kathleen M. Hagerty, 1992. "Insider Trading and the Efficiency of Stock Prices," RAND Journal of Economics, The RAND Corporation, vol. 23(1), pages 106-122, Spring.
    5. Michael Manove, 1989. "The Harm from Insider Trading and Informed Speculation," The Quarterly Journal of Economics, President and Fellows of Harvard College, vol. 104(4), pages 823-845.
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    Cited by:

    1. Wei Zhang & Steven F. Cahan & Arthur C. Allen, 2005. "Insider Trading and Pay‐Performance Sensitivity: An Empirical Analysis," Journal of Business Finance & Accounting, Wiley Blackwell, vol. 32(9‐10), pages 1887-1919, November.
    2. Chih-Jen Huang, 2010. "The joint decision to manage earnings through discretionary accruals and asset sales around insider trading: Taiwan evidence," Journal of Economics and Finance, Springer;Academy of Economics and Finance, vol. 34(3), pages 308-325, July.
    3. Leonard F.S. Wang & Ya‐Chin Wang, 2010. "Stackelberg real‐leader in an insider trading model," Studies in Economics and Finance, Emerald Group Publishing Limited, vol. 27(1), pages 30-46, March.
    4. Cline, Brandon N. & Williamson, Claudia R. & Xiong, Haoyang, 2021. "Culture and the regulation of insider trading across countries," Journal of Corporate Finance, Elsevier, vol. 67(C).
    5. Wei Zhang & Steven F. Cahan & Arthur C. Allen, 2005. "Insider Trading and Pay-Performance Sensitivity: An Empirical Analysis," Journal of Business Finance & Accounting, Wiley Blackwell, vol. 32(9-10), pages 1887-1919.
    6. Jie Hu & Thomas H. Noe, 1997. "The insider trading debate," Economic Review, Federal Reserve Bank of Atlanta, vol. 82(Q 4), pages 34-45.
    7. Brenner, Steffen, 2011. "On the irrelevance of insider trading for managerial compensation," European Economic Review, Elsevier, vol. 55(2), pages 293-303, February.
    8. Bebchuk, Lucian Arye & Jolls, Christine, 1999. "Managerial Value Diversion and Shareholder Wealth," The Journal of Law, Economics, and Organization, Oxford University Press, vol. 15(2), pages 487-502, July.
    9. Jan Zabojnik, 2014. "Stock-based Compensation Plans And Employee Incentives," Working Paper 1325, Economics Department, Queen's University.
    10. P. J. Engelen & L. Liedekerke, 2006. "An Ethical Analysis of Regulating Insider Trading," Working Papers 06-05, Utrecht School of Economics.
    11. Marius Cristian Milos & Laura Raisa Milos, 2017. "Regulation, Insider Trading And Stock Market Reaction. What Do We Know?," Annals - Economy Series, Constantin Brancusi University, Faculty of Economics, vol. 1, pages 174-179, December.
    12. Maug, Ernst, 2002. "Insider trading legislation and corporate governance," European Economic Review, Elsevier, vol. 46(9), pages 1569-1597, October.
    13. Hu, Jie & Noe, Thomas H., 2001. "Insider trading and managerial incentives," Journal of Banking & Finance, Elsevier, vol. 25(4), pages 681-716, April.
    14. Dewally, Michaël & Peck, Sarah W., 2010. "Upheaval in the boardroom: Outside director public resignations, motivations, and consequences," Journal of Corporate Finance, Elsevier, vol. 16(1), pages 38-52, February.
    15. Chang, Millicent & Watson, Iain, 2015. "Delayed disclosure of insider trades: Incentives for and indicators of future performance?," Pacific-Basin Finance Journal, Elsevier, vol. 35(PA), pages 182-197.
    16. Laura Beny, 2006. "Do Investors Value Insider Trading Laws? International Evidence," William Davidson Institute Working Papers Series wp837, William Davidson Institute at the University of Michigan.
    17. Jie Hu & Thomas H. Noe, 1997. "Insider trading, costly monitoring, and managerial incentives," FRB Atlanta Working Paper 97-2, Federal Reserve Bank of Atlanta.
    18. Chao Lu & Xuetong Zhao & Jingwen Dai, 2018. "Corporate Social Responsibility and Insider Trading: Evidence from China," Sustainability, MDPI, vol. 10(9), pages 1-17, September.

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    Keywords

    Stock market; Securities;

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