Securities Law Commons^™

The Sec's Neglected Weapon: A Proposed Amendment To Section 17(A)(3) And The Application Of Negligent Insider Trading, Marc I. Steinberg, Abel Ramirez Jr.

Faculty Journal Articles and Book Chapters

Section 17(a)(3) has been widely neglected as a weapon in the Securities and Exchange Commission’s (SEC) arsenal against insider trading. Section 17(a)(3) carries the potential of providing the SEC with an advantage that is not afforded by Section 10(b), Rule 10b-5, or Rule 14e-3 — the authority to prosecute insider trading claims premised on the lesser mental state of negligence, thus casting a wider net to enforce insider trading regulations against a new category of defendants — negligent inside traders as well as negligent tippers and tippees. Currently, when pursuing insider trading violations, the Securities and Exchange Commission (SEC) primarily …

Introduction: Insider Trading (Oxford University Press 3d Ed.), William K.S. Wang, Marc I. Steinberg

Faculty Journal Articles and Book Chapters

This paper is the introductory chapter to Insider Trading (Oxford University Press 3d ed. 2010). This treatise analyzes the application of various laws to stock market insider trading and tipping. Among the federal laws are Exchange Act section 10(b), SEC Rule 10b-5, mail/wire fraud, SEC Rule 14e-3, Exchange Act section 16, and Securities Act section 17(a). The state law discussed is both state common law and a state law claim by the issuer.

Another chapter addresses government enforcement of the insider trading/tipping prohibitions. A chapter on compliance programs deals with how firms can try to prevent illegal insider trading and …