Widening the Net: Accessorial Liability for Continuous Disclosure Contraventions

31 Pages Posted: 19 Jul 2008

See all articles by Angie Zandstra

Angie Zandstra

The College of Law, Sydney

Jason Harris

The University of Sydney Law School

Anil Hargovan

University of New South Wales

Abstract

Australia's continuous disclosure laws impose a regulatory burden on disclosing entities to ensure that all relevant information is accurately disclosed to the market in a timely manner. This regulatory burden is an important mechanism to encourage investor confidence in the quality and value of our capital markets. It is also important however that the system of continuous disclosure creates appropriate economic incentives for listed entities to voluntarily comply with the law. These incentives should fall not merely on the corporate entity but also on those involved in the regulatory contravention. This article examines the scope of accessorial liability for breaches of continuous disclosure laws. It advocates greater use of this legislative tool to ensure that the burden of continuous disclosure breaches falls on the persons responsible for the failure and not merely on the company's shareholders who may already have been penalised. A range of options are canvassed, in particular the establishment of an expert peer review panel, to facilitate this aim.

Keywords: continuous disclosure, real time disclosure, director liability, public and private enforcement, securities class actions, investor rights

JEL Classification: K22

Suggested Citation

Zandstra, Angie and Harris, Jason and Hargovan, Anil, Widening the Net: Accessorial Liability for Continuous Disclosure Contraventions. Australian Journal of Corporate Law, Vol. 22, p. 51, 2008, Available at SSRN: https://ssrn.com/abstract=1163009

Angie Zandstra

The College of Law, Sydney ( email )

Sydney
Australia

HOME PAGE: http://www.collaw.edu.au

Jason Harris (Contact Author)

The University of Sydney Law School ( email )

New Law Building, F10
The University of Sydney
Sydney, NSW 2006
Australia

HOME PAGE: http://https://sydney.edu.au/law/about/people/profiles/jason.harris.php

Anil Hargovan

University of New South Wales ( email )

Kensington
High St
Sydney NSW 2052
Australia

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