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Securities Fraud Help Center - Insider Trading

Did You Know?

According to the National Association of Realtors (NAR) there are more than 900,000 licensed Realtors in the U.S.

Unfair and illegal, insider trading refers to a situation in which a person with special information about a company's plans and dealings uses his knowledge to make trades. Because insider trading undermines investor confidence in the fairness and integrity of the securities markets, the SEC has treated the detection and prosecution of insider trading violations as one of its enforcement priorities.

Insider trading can alter stock prices and hurt outside investors. Insider trading can be a temptation for directors, CEOs, brokers, stock analysts, investment bankers, and company employees. Family members or friends "tipped off" by such people may also be guilty. If you believe that you have lost money due to someone's insider trading we cn get you in touch with a Securities Fraud attorney in your area.

Company Insider

A company insider is someone who has access to the important information about a company that affects its stock price or might influence investors decisions. This is called material information.

Insider Trading includes:

  • Corporate officers, directors, and employees who traded the corporation's securities after learning of significant, confidential corporate developments;
  • Friends, business associates, family members, and other "tippees" of such officers, directors, and employees, who traded the securities after receiving such information;
  • Employees of law, banking, brokerage and printing firms who were given such information to provide services to the corporation whose securities they traded;
  • Government employees who learned of such information because of their employment by the government; and
  • Other persons who misappropriated, and took advantage of, confidential information from their employers.
  • Large corporations and major investors who act on nonpublic information to increase their stock portfolio, or to sell their stock before it plummets.
  • Broker that tell a client to buy or sell a security based on insider information (nonpublic information), the broker may have committed securities fraud.

SEC Rules on Insider Trading

The SEC adopted new Rules 10b5-1 and 10b5-2 to resolve two insider trading issues where the courts have disagreed. Rule 10b5-1 provides that a person trades on the basis of material nonpublic information if a trader is "aware" of the material nonpublic information when making the purchase or sale. The rule also sets forth several affirmative defenses or exceptions to liability. The rule permits persons to trade in certain specified circumstances where it is clear that the information they are aware of is not a factor in the decision to trade, such as pursuant to a pre-existing plan, contract, or instruction that was made in good faith.

Rule 10b5-2 clarifies how the misappropriation theory applies to certain non-business relationships. This rule provides that a person receiving confidential information under circumstances specified in the rule would owe a duty of trust or confidence and thus could be liable under the misappropriation theory.

For more information about insider trading, please read Insider Trading-A U.S. Perspective , a speech by staff of the SEC.

CONTACT A SECURITIES FRAUD ATTORNEY IN YOUR AREA

If you are in need of legal advice or services, or simply wish to speak to an attorney who has successfully handled Securities Fraud Litigation in your state, you may use this Free Online Consultation Form.

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