Libor mess may create additional liability

Did Barclays have duty to inform shareholders of "material facts" in Libor case?

The Commodity Futures Trading Commission’s spectacular settlement with Barclays Bank over alleged LIBOR tampering speaks volumes for why regulation exists in the financial sector.

But there is another shoe that has not fallen, at least not yet.

The Securities and Exchange Commission (SEC) is the protector of the real victims of such behavior - the Barclays shareholders who will actually pay the $200 million in civil penalties ($450 million worldwide) and had to watch helplessly as their investment dived in market value.

The SEC is a great fan of the principle promoting full disclosure of all "material facts" by management to a company's owners. What could be more "material" than cowboy traders who place the institution at this type of risk? When high-level Barclays management became aware (circa 2007) that LIBOR reports were being fiddled, whether internally or by competitors, should it not have disclosed this to shareholders?

In fact, shouldn't any public company that finds rot within, or within a system it uses and therefore condones, be obliged to tell those who capitalize its operations? This would be self-policing at its best.

It would also form a legal basis for shareholder actions against the company and its executives whereas, now, they have no established bridge to litigation. Every regulatory settlement should promote victim redress and this would be a promising first step.

Not to mention that SEC-mandated disclosure of misconduct might encourage top management to give a damn.

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