Comments on Proposed Rule:
Selective Disclosure and Insider Trading
Release Nos. 33-7787, 34-42259, IC-24209, File No. S7-31-99
Author: "J.C.ANDERSON" at Internet
Date: 04/25/2000 4:03 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Reg. FD: File#S7-31-99
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I think that professional investment industry have carried too far and for
too long the manner that they have adopted to getting inside information
from corporations. Analysts ties to the corporations , built up over time,
give the analyst a reputation of knowing a great deal about the company,
when in truth he got inside information from the corporation. The financial
employee elevates his own image when he feeds data to the investment
analyst. And the Corporation management encourages such (or doesn't
discourage it ),when such conduct serves to avoid "surprises" between the
investment analyst and the Corporation's actual results.
This conduct is clearly not ethical and is a disservice to the shareholder.
It should be stopped.
Author: Mark Andringa at Internet
Date: 04/25/2000 4:37 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
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I'd like to lend my support to the SEC's proposed regulation to limit
selective disclosure in the financial markets. I believe the current system
of closed analyst meetings and "company guidance" undermines the credibility
of the financial markets because a few individuals are given material
information before the general investing public.
Although I believe individual investors can and should learn to make their
own financial decisions, I recognize that many people will still look to
Wall Street analysts for guidance. I believe the analyst community can
still provide their "service" to their customers by using the same pool of
information available to the general public. If the analysts truly are
"experts" they will be able to sift out the most relevant and valuable
information about a company and add value by distilling that into a superior
investment opinion.
Giving a select pool of individuals access to material information before
the general public gives them an unfair advantage in the marketplace that
inevitably trickles down to their own financial benefit -- either directly
through the firm's trading account, or indirectly through preferential
treatment to their key clients. I believe the communications revolution has
given individual companies ample opportunity to get their story out to the
investing public in a manner that doesn't give preferential treatment to the
banking community.
Respectfully,
Mark Andringa
The Motley Fool
Alexandria, VA
Author: DAVID ATKINSON at Internet
Date: 04/25/2000 3:51 PM
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Receipt Requested
TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
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Just be fair. I don't care if it is an individual buying 1 share or an
institution buying 1 million shares they should have the same information
available. If anything the person buying 1 share should have more
information as that might be all his/her savings for retirement (yeah, it's
not very smart but..) while the institution will probably have advisers,
forecasters, and number crunchers that the individual does not have access
to, size does not equate to more rights.
In most aspects of our society, we stress equality for all. Not special
rights for the wealthy or institutions. It may be argued that the
institution represents many individuals/investors but that should not give
them the right to information that an individual could not acess. Where do
you draw the line? A group of 2 investors, 50 investors, 500 investors,
1000...? Equal for all, then it is fair for all.
Thanks.
David Atkinson
56 Blossom Wood Ct.
Stafford, VA 22554 540-720-5342
Author: at Internet
Date: 04/25/2000 4:36 PM
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TO: RULE-COMMENTS at 03SEC
Subject: proposed regulation fd: file no. S7-31-99
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ISN'T SELECTIVE DISCLOSURE A LOT LIKE INSIDER INFORMATION????????
GET RIDE OF IT NOW
LARSELLA BARNDS
Author: Paul Beyard at Internet
Date: 04/25/2000 5:18 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
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To SEC Regulators, and others concerned with this matter:
I'd like to offer a few comments of my own, in response to selected pieces
of the recent SIA letter (quoted in part below):
"It hardly needs saying that analysts perform a necessary and very valuable
function in the U.S. capital market.
[Comment]
Does it "hardly need saying"? Really? Then why did they say it?
[Analysts], together with the media, are the principal way in which
important financially significant information (including information
contained in prospectuses and reports filed with the Commission)
effectively reaches most investors and gets reflected in the marketplace.
[Comment]
This has been true for a long, long time. No doubt the SIA wishes it would
remain true. However, the explosion of the Internet has provided new ways
for information to reach investors and potential investors. And even
without the Internet, there are newspapers available many places that carry
important information. Prospectuses are available from any publicly traded
company's investor relations department. In short, the information is
there. Analysts may be one conduit through which information reaches
investors, and in the past, they may have been the principal conduit. But
that is changing, and will continue to change. Well written regulations
allow the innovations of the future to take their proper places in the
scheme of things.
The alternative model of millions of individual investors and potential
investors poring over prospectuses and periodic reports is highly
theoretical and out of sync with the real world.
[Comment]
What, exactly, is the point of this sentence? Is the SIA trying to say that
folks won't read prospectuses or reports? Well, some folks won't, and
perhaps they'll get burned. But, consider: whenever someone starts an
enterprise, whether it's an investment or a new business, without proper
research, they're asking for trouble. You can never wholly protect someone
from his own stupidity. The individual who wishes to pay someone else for
their expertise will still be able to do so -- nothing in this proposal
eliminates the analyst.
You can try to protect someone from those who seek to exploit his
stupidity, and that's generally a good goal -- but some of those exploiters
have, historically, been the very analysts under discussion here!
But it does need to be said that analysts cannot do their work nearly as
well as they do now if they are forced to do their work, at least when it
comes to interaction with issuers, collectively -- in a pack. Yes, they can
elicit some facts, they can eliminate management "spin," they can bring
their expertise to the analysis, and they can give the markets rapid
guidance as to the significance of new information, thereby mitigating
individual knee-jerk reactions to specific information.
[Comment]
This paragraph comes right out and says that the analyst can still provide
his most important services even under the new regulation! They'll almost
made my case!
"But it is also the few analysts operating independently of, and in
competition with, each other that can relentlessly pursue an independent
line of inquiry and ferret out negative information that management would
rather not disclose or would prefer to disclose at a time of its choosing
and with its own spin. They can glean information from changes in the level
of confidence (sometimes evidenced in subtle ways such as changes in choice
of words or tone of voice) over a series of telephone conversations or
face-to-face meetings. They can test their hypotheses by comparing
information about different issuers in the same industry or sector. This
kind of work results in more continuous disclosure, fewer surprises and less
volatility.
[Comment]
This seems to be hypothetical, at best. I won't say a clever analyst can't
pick up something from a face to face meeting that could never be learned
from a sterilized press release -- but, were I you, I'd want some examples
to prove this. The SIA makes the case that analysts can discern which
companies might have problems on the horizon, and that such analysts can
then report this to the public. If this is true, why is there so few
"sell" recommendations versus "buy" recommendations? Why was it newsworthy
when CSFB actually did downgrade Campbell's Soup to a sell recently? It
sure doesn't seem like the analysts are doing a very good job of ferreting
out negative information. Or, if they are getting this information,
they're not often sharing it with the public. Given the recent explosion
of IPOs, and the stratospheric heights the market has reached, it stands to
reason that at least SOME of those companies are overvalued, doesn't
it? Why aren't we hearing about them from these wonderful, public spirited
folk?
The marketplace itself provides incentives for such diligence, for it is
the analysts who get to the market "firstest" with the "mostest" that under
the current system reap the reputational and financial rewards. Leveling
the playing field for analysts, as among themselves and vis-a-vis the
general public, will undermine the great advantages of the current system.
[Comment]
Ah. Now we come to it. Right here in this paragraph is essentially a
statement that leveling the playing field will deprive the analyst of his
livelihood. Maybe, maybe not. In either case, is it part of the SEC's
charter to provide guarenteed employment for everyone who wants to become a
stock analyst? I didn't think so.
"The proposal could result in issuers declining to engage in dialogues with
individual analysts or small groups of analysts and instead insisting on
sessions at regular intervals open to a number of analysts, with
listen-only access to the media and the public.
[Comment]
This sounds like a damn fine idea, to me.
These are likely to take on the orchestrated character of a Presidential
news conference in which members of the audience are authorized to ask one
question, and perhaps a short follow-up question, but not a series of
questions in dogged pursuit of the facts.
[Comments]
First, this is speculation. I can speculate that the SEC mandates a
meeting format in which an analyst is permitted to ask as many questions as
he wishes. Companies don't hesitate to share good news. So the "facts"
that the public spirited analyst pursues so doggedly in the example above
must be facts that reflect badly on the company. Facts that might lead an
analyst to make a "sell" recommendation. We don't seem to get many of
those recommendations, do we?
Undoubtedly, the questions from the different participants will not be
coordinated or follow in any logical order or comprehensive way. Due to
fierce competition among analysts to obtain the best information, they will
be reluctant to ask questions in an open session that tip off their
competitors as to the direction of their thinking or information that they
think would be meaningful. If the questions cannot be asked in private, they
may not be asked at all. Is that good for the market?"
[Comment]
This is actually the first paragraph that I can somewhat agree with. An
analyst might well decline to ask a question that tips off his
competitor. If that's really true, then I suspect the analyst's role in
the market will diminish, and I think that's what lies at the heart of
their objection.
I believe that these questions *will* get askeds -- because, ultimately,
the analyst will want to produce quality work. That's how he'll get and
keep customers in a more competitive environment. When there's
competition, there will always be a push to improve the quality of the
product. Will an analyst perhaps "give away" his line of
reasoning? Possibly. Will his competition benefit from
this? Possibly. Will he benefit in similar situations? Likely. When
multiple brains are involved, the whole can exceed the sum of the parts. A
large group of analysts, working in concert, may well do better than a
single analyst or small group of analysts in a closed session.
Thanks for taking the time to listen.
Paul Beyard
Baltimore, MD
Paul
Author: "Lance Bickett" at Internet
Date: 04/25/2000 5:20 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
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4/25/00
Greetings Sir-
After reviewing the recent proposed Regulation FD, I must say that I am against
such a regulation. I see the Regulation FD as a burden to investing with the
potential to precipitate much more harm than benefit.
As noted by members of the SIA, I see the proposed elimination of selective
disclosure as a catalyst for stricter secrecy within corporate policies. By
mandating a flux in information, corporations will find it necessary to maintain
greater seclusion among their peers. Restrictions will be placed on access to
and materials of conference calls and company meetings in order to monitor the
flow of potentially viable information. A repression of marketplace information
will result as companies strive to holster any company information that affects
company and stock evaluations.
As a whole, corporations rely on the ability to selectively disclose certain
information that serves to protect and/or embellish their product, name,
employees, etc. However, with the proposed Regulation FD, the Securities
Exchange Commission is effectively stripping corporations of their rights as
corporations. In the same manner that an individual has the right to withhold
certain information from others, corporations should reserve the right to
withhold certain information from the public, their peers, or evaluators. This
effectively contributes to a balanced company valuation and overall economic
development by encouraging fact-value analysis and propagating fact-value
speculation.
Furthermore, from the individual-investor's viewpoint, the ability of
corporations to selectively disclose information affords an equilibrium of
information distribution. If a company is mandated to disclose pertinent
information at a given time, certain investors will have access to the
information, while others will not. The result is greater volatility for
individual investors by encouraging frequent re-evaluations and market shifts.
In summation, I feel the Securities Exchange Commission is spearheading a
harmful and irrational intervention in the flow of information between
corporations, investors, analysts, and ultimately the market. I strongly urge
the Securities Exchange Commission to reexamine their proposal based on the
concerns of both the public and corporate institutions.
I am honored as an American and an individual to have the opportunity to present
my opinion to your institution.
Thank for your time and consideration.
Truly,
Lance D. Bickett
Author: "Daniel Bordelon" at Internet
Date: 04/25/2000 4:47 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File # S7-31-99
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It should be mandatory for all companies to provide full and fair disclosure of
their activiites to everyone with an interest in that company. If not, it
appears that they are trying to hide something. Why should only a handful of
"analysts" have information that is relevant to a company's operations or to
it's financial position. The industry's reasons for meting out this information
only to selected analysts are circular at best and bullshit in actuality.
Please mandate full and fair disclosure!
Author: "David Brown" at Internet
Date: 04/25/2000 5:59 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
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Please require companies to disclose ALL information to ALL parties
simultaneously.
Selective disclosure amounts to government subsidizing the investment brokers
interests.
Individual citizens should be allowed access to all investor information.
Author: "E. Castro" at Internet
Date: 04/25/2000 6:18 PM
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TO: RULE-COMMENTS at 03SEC
Subject: "Proposed Regulation FD: File No. S7-31-99"
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I oppose this regulation. As an individual investor, I should be given access
to all available information.
Thanks
Ernest Castro
Author: at Internet
Date: 04/25/2000 5:35 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD-S7-31-99
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Dear Commissioner:
I support the bill to regulate all Listed Corporations to have fair, same
time disclosure to the Selected Wall Street Investment firm and to the
General Public, like small investors.
Thank you.
Esther Chan, 206-972-0261, 800 Jefferson, #1701, Seattle, WA 98104
Author: Ryan Check at Internet
Date: 04/25/2000 3:24 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
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To Whom It May Concern,
I feel that selective disclosure must be done away with. In the present
age of information accessablity, this is a horribly outdated practice.
Thank you for your time.
Sincerely,
Ryan M. Check
Author: "Cox; Steve R" at Internet
Date: 04/25/2000 1:08 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
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I vehemently support the proposed Financial Disclosure legislation. With
American citizen's increased involvement in the stock market, it is
imperative that laws exist to protect them from business practices intended
to deceive them. In order to avoid Micro Strategy-like events of more
catastrophic proportions, please pass the proposed Financial Disclosure
Regulation.
Thank you,
Steve Cox
intel* Corporation
1900 Prairie City Road
Sacramento, CA 95630
Author: at Internet
Date: 04/25/2000 5:47 PM
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TO: RULE-COMMENTS at 03SEC
Subject: "Proposed Regulation FD: File No. S7-31-99"
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Securities and Exchange Commission Chairman Arthur Levitt said, "The
all-too-common practice of selectively disseminating material information is
a disservice to investors and undermines the fundamental principle of
fairness."
The Commission proposed a new rule, Regulation FD (Fair Disclosure), which
would bar companies from selectively disclosing material information.
Please register my opinion that I agree that new rules barring selective
disclosure or dissemination of material information are necessary and will
strengthen the US securities market. Thank you,
Charles J. Crane, MD
Author: Shawn Davidson at Internet
Date: 04/25/2000 2:28 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
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Dear Sirs,
I would encourage you to support this proposed change. It seems
unthinkable in the current information environment that we would allow
companies to selectively disclose information depending on who is asking
the question. I understand that there are forces that want to maintain
the "status quo", but I feel it is in everyone's best interests to have
the information available everywhere.
Sincerely,
Shawn Davidson
President
AlphaDent
3303 Harbor Boulevard
Suite B-11
Costa Mesa, CA 92626
Author: alastaird at Internet
Date: 04/25/2000 1:05 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Regulation FD: File No. S7-31-99
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Please give the individual investor the same rights as institutions.
Thanks
_________________________
Alastair Dodwell
VP, Sales and Marketing
MagNetPoint
San Rafael CA 94901
(415) 451 4089 office Tel/Fax
(415) 845 7621 mobile
alastaird@magnetpoint.com
Author: at Internet
Date: 04/25/2000 5:59 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
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We strongly support this proposed regulation. The investing public is
entitled to the simultaneous disclosure of corporate information as Wall
Street Brokers.
Ron Drake
Gatehouse Investors Investment Club
Author: John Eberle at Internet
Date: 04/25/2000 3:59 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
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Dear Sir or Madam:
As an individual investor, I strongly support this rule.
It seems to me patently unfair that a small, select, pre-screened group of
experts should be given preferential access to sensitive corporate
information at the expense of individual shareholders' interests. And then
be allowed to profit upon this information at the individual shareholders'
expense. Clearly, this is exactly what is happening today - the "expert"
analysts "spin" this information for their own purpose.
I'm sure the Wall Street "expert" analysts will oppose this rule. After all,
it takes away from their perceived power. As an individual investor, I want
a level playing field - I can read and interpret corporate statements and
balance sheets. I don't need their "spin".
Many State and Municipal legislatures have "Sunshine Laws" that require open
disclosure of legislative information and debate. Isn't this an analogous
type of situation? Shouldn't open and honest disclosure by corporations to
investors be the rule of the day?
The current system that allows this selective disclosure to a favored few is
unfair, unjust and just plain wrong - it stinks!
My mother always told me, "Sunshine is the best disinfectant". It is time
for some sunlight to shine on this odious practice of selective information
disclosure.
John C. Eberle
Mortgage.com
Author: Bryan Fallon at Internet
Date: 04/25/2000 6:14 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
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I respond to the comments made to the proposed regulation change by
following group:
The Ad Hoc Working Group on Proposed Regulation FD and the Legal and
Compliance Division of the Securities Industry Association ("SIA").
I believe that before the explosion of the internet and the information
age in which we live, the role of the analyst as we see it today was
necessary. Today there is need for change. Change the rules so that
companies are required to disclose to the public.
Bryan Fallon
Author: Jim Fichten at Internet
Date: 04/25/2000 5:27 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Rregulation FD: File No S7-31-99
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The practice of only circulating news about a company whether good or bad only
to analysts is really bad, bad, bad. We who invest should all be on the same
playing field and it should be absolutely level. It use to be that the analysts
were the big buyers of stock. This situation is changing with the "little"
investor responsible for more and more of the sales.
Everyone should have the same opportunity to "make a buck" there should be no
crown princes on the street.
Jim Fichten
405 Friends Way
Apt #302
Roanoke VA 24012
Author: Rich Fleck at Internet
Date: 04/25/2000 4:42 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
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Information about companies should be released to all at the same time not to a
select
group that then uses this time advantage to make money.
--
Rich Fleck
Home Office: (972) 691-5501
Denver Office: (303) 595-2500
Author: James Foss at Internet
Date: 04/25/2000 2:59 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
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Please e-mail to me the proposed rule changes. mail to jdfoss@aristotle.net.
Thanks,
JD
Author: "John Gallagher" at Internet
Date: 04/25/2000 6:17 PM
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TO: RULE-COMMENTS at 03SEC
Subject: FD: File No. S7-31-99
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I think we all deserve full disclosure
John Gallagher
Author: WRW at Internet
Date: 04/25/2000 1:43 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
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I am in favor of the Full Disclosure rule. We need this to level the
playing field for small investors.
Thank you.
D. Gilbertson
Ciro's Books
Author: Facilities at Internet
Date: 04/26/2000 12:51 AM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
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Am I just too stupid to receive the information that analysts receive?
Is my ability to reason less than theirs? Whose money am I investing,
anyway?
Michael Gross
Sgt USMC
mdgross50@hotmail.com
Author: at Internet
Date: 04/26/2000 7:12 AM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
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I oppose the continuing existence of selective disclosure, or any system
in which some investors outside the company receive information on a
privileged or advance basis.
Current U.S. prosperity is based on widespread public investment in
stock and financial markets. Ordinary members of the public are both
capable of assessing information and now have the technology to receive
and act on that information.
Privileged disclosure is a vestige of pre-Internet financial markets
that were reserved for a small segment of society. The SEC should
eradicate it.
James Hines
Houston, TX
Author: Quintin Hoard at Internet
Date: 04/25/2000 12:11 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
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I am an individual investor, 50 years of age, and have been investing for at
least 10 years in securities and mutual funds with various companies. I am
self-employed, doing business as Infinite Blue, and self-direct my SEP account
for retirement. My family's future security depends upon my decision making now,
and it is entirely irresponsible for the SEC to allow Wall Street analysts to
have priority to information which may adversely affect the well being of tens
of millions of investors like myself. I've seen too much evidence in the last
few years of analyst manipulation of the market and stock prices through their
ratings and unfortunately timed opinions concerning the health of various
well-established companies. Is it too much to ask that the general public be
informed at the same time as these manipulators so that part of their advantage
in stealing profits from the rest of us may be eliminated? They certainly have
much more influence over greater funds than individuals do, but why allow them
to continue to decimate our individual holdings with manipulations based upon
secretive and "inside" information?
Please give us normal citizens a chance to provide for our own futures through
our own investments, eliminating the costs of middlemen, increasing our return
on investments, by providing us with the same information these leeches enjoy!
Thank you.
Quintin Hoard
Electronic Design Consultant
Infinite Blue
Nevada City, CA
Author: at Internet
Date: 04/25/2000 1:24 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
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Dear Administrators:
Please allow all information to become available to all market
participants without pre-arranged time constraints or benefits. Analysts
should be allowed this information from companies along with all
investors. Thank you.
Steven L. Hudson
investor
Author: "Gregory C. Johnson" at Internet
Date: 04/25/2000 6:08 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
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Sirs,
As indicated by your "insider" trading regulations, your agency appears
to
believe that the Efficient Market Theorem is accurate, or at least can be
made so under a specific regulatory regime. Further, existing regulations
appear to indicate your belief that said accuracy is materially dependent on
the widespread and effectively instantaneous dissemination of marginal
information relating to a given security.
Thus, it would appear logically inconsistent to maintain a regulatory
system wherein management may not directly benefit from "insider"
information, but may effectively "sell" access to the same in return for
analyst goodwill, or perhaps more. Further impeaching the current state of
affairs, said goodwill is not currently reported by any explicit mechanism
and even if it were, it's very nature make valuation difficult at best.
Outside an economics classroom, this can only serve to exacerbate the
already substantial conflicts between shareholder's interests and those of
both management and the securities industries.
Given the above and the incestuous relationship between investment
banking,
asset gathering, and securities analysis, it appears clear the best solution
would be to unencumber management by allowing all owners and employees to
trade freely in any security at any time subject only to simultaneous public
disclosure of said trades. Since that is not the remedy under discussion, I
urge you to support the second best alternative of equally encumbering all
parties until such time as a general deregulation is politically feasible.
Sincerely,
Gregory C. Johnson
Author: "Kulwant Khalsa" at Internet
Date: 04/25/2000 2:15 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
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I am writing to express my support of Proposed Regulation FD, and to address
the position of the SIA that such a regulation would undermine their
contribution to the securities market. In its filing the SIA made it seem as
if a level playing field would somehow devalue the work of the analyst and
eventually inhibit investors' ability to gain more indepth information. I
disagree. Analysts do not add value by being the first to have information,
but by their expertise in evaluating information. An increase in the number
of individuals with access to market information would not affect this skill.
And if companies have been using analyst as a means of technically meeting
SEC disclosure regulations, while still hiding information from investors
(through analyst) that the company "would rather not disclose or would prefer
to disclose", is this practice something that the SEC wants to promote?
Yet, the SIA did address their true concern about Proposed Regulation FD.
The SIA is not concerned about protecting the investor, but are more
concerned about protecting their pocketbook. Analyst know that a level
playing field would affect the premium they charge for possessing
information the investor does not have access to (not their analysis, but
the raw data from a company). However, is it truly fair to keep information
from the investor in order for analyst to continue enjoying "incentives for
such diligence, for it is the analysts who get to the market 'firstest' with
the 'mostest' that under the current system reap the reputational and
financial rewards." And truly that is what the SIA's position is really
about, REPUTATIONAL and FINANCIAL REWARDS, not the investors' interest.
As a proponent for the investor, I believe it would only be right for the
SEC to do what is best for the investor, and go forward with Proposed
Regulation FD.
Sincerely,
Kulwant Kaur Khalsa
A Concerned Independent Investor
Author: at Internet
Date: 04/25/2000 4:37 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD -File #S7-31-99
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Complete disclosure needed!!!
Denise Kim
Author: Greg Kreis at Internet
Date: 04/25/2000 5:03 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
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I should be told the same thing analysts are told!
--
Greg Kreis Pioneer Data Systems, Inc.
gkreis@PioneerDataSys.com http://www.PioneerDataSys.com
http://www.Hardhats.org/ <-- worldwide VISTA/DHCP users
"Blessed are they who have nothing to say and who cannot be persuaded to say
it." -James Russell Lowell
Author: "Lee; Ralph" at Internet
Date: 04/25/2000 1:35 PM
Normal
TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
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I feel the proposed rule is in my best interest. The Analysts lobbying
response against this rule claims I will be better off as an individual
investor if I have to rely on the analysts to give me the information. I
disagree, this targeted release of information helps the large institutions,
by tipping them off before me. They adjust their positions and then let the
hammer drop, or the stock take off. This unequal access to information is
ripe for abuse. Full disclosure, not targeted disclosure will help me as an
individual, discount brokerage investor.
Ralph D. Lee
rdlee@msn.com
Author: Peter and Joyce Long at Internet
Date: 04/25/2000 4:19 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
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I see no reason for selective disclosure. Investing should be a level
playing field for all.
Peter Long
(Retired)
Author: "Walter E. Menck" at Internet
Date: 04/25/2000 2:28 PM
Normal
TO: RULE-COMMENTS at 03SEC
Subject: proposed regulation FD: file # S7-31-99
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selective disclosure is an antiquated and unfair system. it perpetuates the old
boy standard which is fundamentally contrary to the open market democractic
process.
walter e. menck
attorney
Author: "Katherine Miller" at Internet
Date: 04/25/2000 5:01 PM
Normal
TO: RULE-COMMENTS at 03SEC
Subject: proposed regulation FD: File No. S7-31-99
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I favor elimination of elective disclosure and furthermore, I favor
enforcement of mandatory full-disclosure to the public.
Katherine T. Miller
Author: tony moceri at Internet
Date: 04/25/2000 4:12 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Proposed regulation FD: File #S7-31-99
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Carolyn Moceri, Let us make our own stock market decisions.
Author: at Internet
Date: 04/25/2000 6:05 PM
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TO: RULE-COMMENTS at 03SEC
Subject: Re: Proposed Regulation FD: File No. S7-31-99
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From: Thomas Noon
Address: 3225 Country Rose Circle
Encinitas, Calif. 92024
If there is any doubt that secret talks with analysts causes information to
be shared only with "big boys" in smoked filled rooms (and that small
investors get taken advantage of), please take a look at the price action of
GMH over the last three weeks.
Peaking at $141 on March 23, GMH began a steady drop to $96 on April 19.
During this period of time, if you wanted to buy GMH, you could buy GM at a
40% discount and wait for the exchange.
Finally, GM today announced a stock offering to holders of GM stock which
offered 1.065 GMH shares (trading at $96 the day before) per share of GM
(trading at $88.50 the day before). On March 23, GM was trading for $82. GM
has risen $10 since then while GMH has fallen 37% - a period of
only 4 weeks, bringing the price difference down from 1.72:1 (GMH / GM) to
1.085:1 the day before the announcement (almost exactly the announced
exchange ratio announced on 4/20).
The "analysts" were no doubt told in secret meetings starting in late March
that the exchange rate would be in a certain range. "Giving guidance" is
the
slang used to describe this.
Any illusion I was still clinging to that there was a fair sharing of
information to all has now been killed.
Why doesn't the SEC do more? Why isn't this called "insider trading"???
P.S. Meanwhile, the price of ECHOSTAR (DISH) has been tracking GMH lockstep
with GMH sometimes trading at a 10% to 12% premium to DISH, then falling back
in line. I own both stocks and have been hurt by the drop in both stocks due
to GM's offering of this 35% premium to induce GM holders to take GMH shares
in lieu of GM shares. Unfortunately, the only people who got this premium
were those privileged big clients of the analysts who knew that the ratio was
going to be closer to 1.0 than to 1.7 (as it stood as of March 23).
Please do something to address this inequity to the small investor.
Author: "Ed Norris" at Internet
Date: 04/25/2000 12:56 PM
Normal
TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
------------------------------- Message Contents
Dear Sirs:
It is absolutely absurd that Wall Street investment firms think that
individual investors do not have the intelligence to make informed decisions
about publicly disclosed information. If you will remember correctly, these
are the same intelligent people that also said that discount brokerages were
a detriment to the "uninformed" investors. Let's have a level playing field
here and lets be truthful about the use of this information. The practice
of companies disclosing important information to Wall Street analysts first,
and the general public at large second, is nothing but a thinly veiled
version of essentially insider trader information to Wall Street. It is
time to end this practice once and for all. There can be no legitimate
argument to do otherwise. It is only smoke and mirrors and the lining of
their own pockets that they want to protect here.
Sincerely,
Ed Norris
5314 Aurelia Street
Simi Valley, CA 93063
Author: "Patrick O'Hanlon" at Internet
Date: 04/25/2000 1:11 PM
Normal
TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No.S7-31-99
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With the growth of on-line trading it is very important everyone gets the
correct information at the same time.
It is unfair and wrong to favor the professional with no good reason.
Patrick O'Hanlon
President
Axon System, Inc.
Author: at Internet
Date: 04/25/2000 5:05 PM
Normal
TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99"
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I urge that the proposed regulation indicated above, be adopted and
implemented. I agree that independent analyst have, and continue, to
perform an important service to the public, but I fail to see how passing the
proposed regulation would in any way deter the analyst from continuing to
make and publish their analysis.
Those investors who wish to make use of such analysis would be free to do so,
but for those who wish to do their own analysis and possibly use the other
analysis as a reference would also be free to do so. Today with the rapidly
expanding use of online trading, adoption of the proposed regulation seems the
most sensable course to take. Thank you, Cecil O'Neal.
Author: "Kevin & Cindy" at Internet
Date: 04/25/2000 2:37 PM
Normal
TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
------------------------------- Message Contents
I support the above proposed regulation. It is outrageous that this kind of
activity goes on. It is even more outrageous that the full service brokerages
and their analysts say that it is necessary for them to receive this "inside
information" in order to provide a necessary and valuable function to the US
capital markets and eventually to disseminate the information to the individual
investor.
The only reason this is a necessary and valuable function is because the
individual investor is dependent upon the analysts and the full service
brokerage houses to receive this information in order to make informed decisions
on their security purchases and sales.
I do not buy the analysts altruistic and benevolent intentions. They are there
to profit from this inside information and stand to lose a significant amount of
future revenue if this proposed regulation is passed.
Sincerely,
Kevin D. Peck, CPA
Author: "e pelton" at Internet
Date: 04/25/2000 11:43 AM
Normal
TO: RULE-COMMENTS at 03SEC
Subject: "Proposed Regulation FD: File No. S7-31-99"
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I'm categorically opposed to releasing financial information to analysts
prior to releasing the information to the general public.
Sincerely,
Pelton Environmental Products, Inc.
Ed Pelton
Phone (440) 838-1221, fax (440) 838-1217, mobile (216) 533-2722.
Author: Shawn Poindexter at Internet
Date: 04/25/2000 3:11 PM
Normal
TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
------------------------------- Message Contents
Individual investors should be able to have equal access to information was
Wall Street analysts. As part owners of a company, we should be entitled to
the same amount of information.
Shawn D Poindexter
Author: at Internet
Date: 04/25/2000 5:39 PM
Normal
TO: RULE-COMMENTS at 03SEC
Subject: "proposed Regulation FD: file No. S7-31-99
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To the SEC - I am in favor of the rule change to level the playing field for
individual investors. The times are different, the public is much more
educated in these matters and the analysts are the ones responsible for
adding to the volatility of the market. The investing public should no
longer have to factor in "what do they know that I should and don't?". This
type of speculation adds to make the market jumpy. Adrienne Reeves
Author: "Roberts; Kurt D" at Internet
Date: 04/25/2000 1:29 PM
Normal
Receipt Requested
TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File no. S7-31-99
------------------------------- Message Contents
Gentlemen:
I strongly encourage you to pass the fair disclosure rule. The public is not
well served by allowing publicly traded companies to release information to
analysts, and not the public at large. The current practice allows
institutional investors an unfair and un-deserved head start in taking action
based on corporate information. Pass the rule and allow us individual investors
to control our own destinies.
Kurt D. Roberts
TAP Estimating and Pricing (777X)
(425) 717-3713
40-88.3 M/C 03-19
Author: "Jeremy Rosenthal" at Internet
Date: 04/25/2000 4:28 PM
Normal
TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
------------------------------- Message Contents
please open up the flow of information. democratize the market.
Jeremy Rosenthal
Fordham Law School
Author: "Keith Tyrrell" at Internet
Date: 04/25/2000 5:23 PM
Normal
TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD File No. S7-31-99
------------------------------- Message Contents
Sirs,
Thank you for the opportunity to comment regarding the aforementioned proposal.
It is my view that everyone should have an equal opportunity and access to
information and that groups or institutions with significant "clout" should not
be given elitist status while individual investors wade through the "filtered
down" backwash poured out from Wall Street. I believe the direction of the
proposed regulation leads towards a fundamental fairness in the market and
allows for any individual the same privilege that is currently only enjoyed by a
select few. The current regulations is NOT equal opportunity. It is NOT a
level playing field. It is NOT equal rights for the pursuit of happiness and
prosperity.
I commend you for your efforts in addressing and changing this practice and
support your work as you move forward with this proposal.
Keith Tyrrell
ktyrrell@wcnet.org
T 419-354-6459
F 419-354-7041
Author: Gerard Weatherby at Internet
Date: 04/25/2000 5:45 PM
Normal
TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
------------------------------- Message Contents
The proposed regulation should be passed. There is no legitimate reason
the public should be denied information about publicly traded companies.
Sincerely,
Gerard C. Weatherby
(private, individual investor)
28 Oak Knoll Road
East Hampton, CT 06424
Author: "Bob Williams" at Internet
Date: 04/25/2000 5:38 PM
Normal
TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
------------------------------- Message Contents
As an individual investor I am urging you to enact this regulation
discontinuing the practice of selective disclosure. Everyone should have
access to the same public information at the same time. To continue to
withhold information from one class of investors while making it available
to others is about as close as you can come to sanctioning insider trading
without actually stepping over the line. Thanks for your consideration.
Bob Williams
President,
Relitec, Inc.
Author: Dean Woodward at Internet
Date: 04/25/2000 3:24 PM
Normal
TO: RULE-COMMENTS at 03SEC
Subject: Proposed Regulation FD: File No. S7-31-99
------------------------------- Message Contents
Dear Sirs,
I support Proposed Regulation FD. Selective
disclosure, in all of its forms, and irrespective of
its motives, is antithetical to the concept of a fair
market for securities. The current practice of
selective disclosure by companies to analysts portrays
a bifurcated market, of "haves" and "have-nots".
Those that possess material information before the
rest of the market obviously possess a significant
advantage in terms of analysis. They may not be able
to trade on this information prior to wide
dissemination, but knowing the impact of such
information before the rest of the market still
affords them, and those who receive their analysis, an
advantage when such information is ultimately
disseminated.
Additionally, the arguments in favor of maintaining
selective disclosure simply do not make sense. Some
have argued that simultaneous disclosure to all
investors would impede the flow of information, result
in more volatile markets, and prevent analysts from
effectively analyzing companies. I would argue that
companies will choose when to disseminate information
irrespective of whether such dissemination occurs to
all investors or only to analysts. Dissemination of
material information will in fact be streamlined,
because it won't have to be done twice. Also, market
volatility will not increase merely because material
information is available to all investors sooner.
Even if volatility does increase, it is not a reason
for upholding selective disclosure. Fairness must
outweigh the concerns about volatility. Lastly,
analysts whose analysis adds value will not be
affected by the loss of selective disclosure. The
market always has a degree of inefficiency, regardless
of the availability of information. Information is
not analysis. Those analysts who are able to seize on
inefficiency on the market will continue to prosper,
and it is entirely appropriate that they do so.
However, these same analysts do not need and should
not receive the benefit of inside information.
The fundamental concepts underlying of the Securities
Act of 1933 and the Securities Exchange Act of 1934
are to provide all investors with full disclosure of
all material information, thereby ensuring that the
securities markets operate in a fair and honest
manner. Proposed Regulation FD appropriately extends
this reasoning to require that all material
information be available to all investors at the same
time. In earlier times, it was possible to obtain
market information before other investors, thereby
capturing a temporal advantage relative to such
investors. As communication methods have evolved, the
advantages have diminished, but unfortunately still
exist. We live in an age where instantaneous
communication of all material company information to
all investors is possible. We must require this. We
must strive for openness, honesty, and fairness in the
markets at every opportunity, not just when it is
convenient or comfortable to do so. The American
financial markets are a beacon of capitalism. Let
them also be a beacon of fairness, by abolishing
selective disclosure. Thank you.
Dean T. Woodward, Esq.
Durham, NC
http://www.sec.gov/rules/0425b08.htm
