The Analysis of Deception (Fraud) in the Iranian Capital Market during the Listing Phase and the Criminal Justice System's Response to It
Quarterly Journal of Securities Exchange

Quarterly Journal of Securities Exchange

The Analysis of Deception (Fraud) in the Iranian Capital Market during the Listing Phase and the Criminal Justice System's Response to It

Document Type : Original Article

Authors
1 Ph.D. Student, Department of Private Law, Edalat University, Tehran, Iran
2 Assistant Professor, Department of Private Law, Faculty of Private Law, Edalat University, Tehran, Iran
Abstract
This study examines the phenomenon of fraud or deception during the listing phase of companies in the Iranian capital market, a stage that, despite its critical role in ensuring market integrity, has received limited attention in criminal studies. This research uses a descriptive-analytical approach, analyzing legal documents to identify practical and structural instances of deception in the listing process and evaluate the capacity of the criminal justice system to respond. The findings indicate that fraud in the listing phase typically occurs through behaviors such as creating fictitious shareholder structures, providing fabricated financial information, using forged documents, or concealing important facts. In many cases, professional entities like listing advisors and auditors also play a role in facilitating these actions. The legislator should address this issue through two main routes: first, by relying on the general provisions of the Islamic Penal Code, such as fraud and forgery, and second, by creating independent criminal provisions. The lack of a clear definition of fraud, insufficient enforcement mechanisms, and the absence of specialized bodies to address these crimes are significant challenges in this field. This study, by focusing on the criminal aspects of the listing phase, highlights legislative and institutional gaps and emphasizes the need for structural reforms in addressing financial misconduct. The article suggests that fraud in the listing phase should be defined as an independent crime in the Securities Market Law, with appropriate penalties outlined for it.
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