如何杜绝内幕交易

    既然要阻止内部人士利用非公开信息买卖股票是非常、非常困难的一件事，对此我们能做些什么？首先，预先锁定售股的高管不应知道实际售股何时发生。全权委托并不完美，但比其他选择要好一点

    其次，只允许高管在业绩发布后（而非之前）售股。股票期权的意义在于将高管的利益与股东利益绑在一起。公司股价下跌时，高管必须共同承担损失，而不是通过预先卖股、独善其身。

    其实，有一个法宝可以终结90%的非法高管内幕交易：禁止股票期权，或者向高管支付股票。不幸的是，这可能实现不了。这倒不完全是因为“向高管支付股票对股东更有利”，尽管这种说法广为所知，但尚未真正得到验证。股票期权和股票授予计划不会消失的原因是由于会计。

    根据现行规定，向高管支付股票在会计上看起来似乎没有任何成本。股东似乎也享受这一会计假象的好处。但其实这种做法并非毫无成本。除非市场愿意放弃这些所谓的“好处”，总有高管能够先于他人知道利空消息，提前获利了结，留下普通股东承受股价下跌的痛苦。

    译者：早稻米

    So given that preventing insiders from acting on private information is very, very hard, what can we do about it? First off, executives who lock in stock sales in advance shouldn't be able to know when the actual sales will occur. Blind trusts aren't perfect, but they are better than the alternative.

    Second, executives should only be allowed to sell after earnings releases, not before. The point of stock options is to align executives with shareholders. They should be forced to share the pain when their company fumbles, not be able to sidestep it by selling in advance.

    There actually is one silver bullet that would end 90% of all illicit insider trading by executives: Ban stock options, or otherwise paying top executives in stock. Unfortunately, that's probably not going to happen. Not just because of a widely held, but not really proven, belief that executives who are paid in shares are better for shareholders. The reason options and stock grants aren't going away is because of accounting.

    By current rules, paying executives in stock appears on the books to be costless. Shareholders, too, share in the benefit of the accounting illusion. But it's not costless. Until the market is willing to give that up, there will always be executives who are able to cash in by knowing before others that they have screwed up, leaving regular shareholders to take the hit.