Law Summary: Republic Act No. 8799

Republic Act No. 8799, also known as "The Securities Regulation Code," aims to establish a socially conscious, free market that regulates itself. It encourages the widest participation of ownership in enterprises, enhances the democratization of wealth, promotes the development of the capital market, and protects investors. The law ensures full and fair disclosure about securities, minimizes insider trading, and eliminates fraudulent or manipulative practices that distort the free market.

The Act defines key terms such as "securities," which include shares, bonds, debentures, notes, and other financial instruments. It also defines "issuer," "broker," "dealer," and "insider," among others. The law mandates that securities must be registered with the Securities and Exchange Commission (SEC) before they can be sold or offered for sale to the public. It also outlines the requirements for the registration of securities, including the submission of a registration statement and other necessary documents.

The Act imposes civil liabilities for various violations, including making false or misleading statements in reports or documents filed with the SEC, engaging in fraudulent transactions, and manipulating security prices. It also addresses insider trading, making it unlawful for insiders to trade securities while in possession of material nonpublic information. The law provides for civil liabilities for those who violate these provisions, allowing affected parties to sue for damages.

The SEC is empowered to issue rules and regulations to implement the provisions of the Act. It can also conduct investigations, issue cease and desist orders, and impose administrative sanctions for violations. The Act includes provisions for the registration and regulation of pre-need plans, periodic reporting requirements for issuers, and the regulation of clearing agencies and exchanges. Penalties for violations include fines and imprisonment, and the Act provides for the judicial review of SEC orders.