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There was a time in Britain when even senior representatives of the financial services industry were prepared to be quoted in the press as expressing doubts as to whether there was anything intrinsically wrong with directors and other corporate insiders taking advantage of their better knowledge about their companies in their own investment dealings. Indeed, some even went so far as to say that this was both proper and natural. True it is that, in Britain or for that much in continental Europe, there are few, even among the groves of academia, that would have advanced the theories justifying insider dealing that Professor Henry Manne so clearly articulated in ‘Insider Trading and the Stock Market’. Nonetheless, in what was then the leading book on the law and practice of the stock market, the authors, a leading Queen's Counsel and an eminent stockbroker, expressed the view in 1972 that a stockbroker who learnt even privileged information should not allow this to operate to the detriment of his client. Having said this, Sir Winston Churchill complained that it was defamatory to assert that advantage had been taken of ‘inside information’ during the so‐called Marconi scandal in 1911, and there are comments in a report to the House of Commons by special commissioners as early as November 1696 roundly criticising promoters of over‐valued stock selling out, in the entrepreneurial fashion eloquently advocated by Professor Manne, on the basis of their privileged knowledge and position. Thus, discussion of the pros and cons of insider dealing, at least in Britain, has tended to be emotional rather than based on economic or even pseudo‐economic analysis of empirical data. Even the surveys that have been conducted on attitudes to the practice would hardly impress a statistician.

Throughout the history of commerce, individuals have searched for informational advantages that will lead to their enrichment. In a time of global capital markets, 24 hours a day trading opportunities, and a professional services corps of market experts, informational advantages are pursued by virtually every market participant. This paper examines one of the most vilified informational advantages in modern capital markets: insider trading. In the USA during the 1980s, insider trading scandals occupied the front pages of not only the trade papers, but also quotidian tabloids. Assailed for its unfairness and characterised by some as thievery, insider trading incidents increased calls for stricter regulation of the marketplace and its participants. In the aftermath of the spectacular insider trading litigation in the USA in the late 1980s, many foreign states began to re‐evaluate the effectiveness of their own regulatory structures. In large part, this reassessment was not the produce of domestic demand, but constituted a response to American agitation for increased regulation of insider trading.

This paper discusses New Zealand's attempt to deal with insider trading by statutory means. New Zealand's attempt is of particular interest since it has two features which distinguish it from other jurisdictions. The first feature is the decision to reject the criminalisation of insider trading and to instead rely upon civil enforcement of insider trading alone. The second feature is the failure to provide a state agency with powers to take action (whether civil or criminal) against insider trading. The New Zealand legislation, the Securities Amendment Act 1988 (‘the Act’), was put in place after the stockmarket crash of 1987 in response to outcries against perceived abuses in the market. The Act has been in force for seven years, yet no case involving allegations of insider trading has been taken to completion. The basis of the insider trading regime is private enforcement which, in the light of its failure to provide effective remedies and control, needs to be reviewed.

The purpose of this viewpoint, case study analysis paper is to assist in understanding how history repeats itself in the case of insider trading, even with regulatory intervention.

Qualitative methodology approach, using interviews of some of the watchdogs of Wall Street (SEC, US Attorney's Office) during the insider trading scandals of the 1980s. Key themes including ambiguity of money, regulation, and the networks of financial institution professionals are discussed.

Findings suggest that regulation is difficult if nearly impossible, in the face of limited resources and regulatory ambiguity.

This paper suggests a network approach to regulators, corporate decision makers, and academics in order to understand the structure of insider trading conspiracies.

Continues the tradition of qualitative research in a niche of white-collar crime that is more often approached with strict statistic analysis. Value is that the data are allowed to “speak for themselves” and patterns of structure are allowed to emerge without prior biases of hypotheses.

The purpose of this paper is to see to what extent Hans-Georg Gadamer’s hermeneutic philosophy could be used to unveil how corporate discourse about financial crimes (in codes of ethics) is closely linked to the process of understanding.

Corporate ethical discourse of 20 business corporations will be analyzed, as it is conveyed within their codes of ethics. The companies came from five countries (USA, Canada, France, Switzerland and Brazil). In the explanatory study, the following industries were represented (two companies by industry): aircrafts/trains, military, airlines, recreational vehicles, soft drinks, cigarettes, pharmaceuticals, beauty products, telecommunications and banks.

Historically-based prejudices in three basic narrative strategies (silence, chosen items and detailed discussion) about financial crimes are related to the mindset, to the basic outlook on corporate self-interest or to an absolutizing attitude.

The historically-based prejudices that have been identified in this explanatory study should be analyzed in longitudinal studies.

The historically-based prejudices that have been identified in this explanatory study should be analyzed in longitudinal studies. Historically-based prejudices could be strengthened by the way corporate codes of ethics deal with financial crimes. They could, thus, have a deep impact on the organizational culture in the long-run.

The paper analyzes the way corporate codes of ethics use given narrative strategies to address financial crimes issues. It also unveils historically-based prejudices that follow from the choice of one or the other narrative strategy.

This paper analyzes trading and tipping activities in insider trading litigation decided by federal courts from January 1, 2012 to December 31, 2014.

Legal documents from the US Securities and Exchange Commission, LexisNexis and Westlaw databases were coded to determine profile, patterns of trading and settlement outcomes.

Results of statistical analysis indicate that a defendant in both civil and criminal cases is more likely to trade on the information when he/she receives a direct, financial benefit from breaching his/her duty of confidentiality. The defendant tipper is also more likely to pass on the information to a close personal friend, business associate or family member. The average amount of profit of defendants in both civil and criminal proceedings substantially exceeds the average amount of their settlements.

This paper offers support for the rational choice model – insider trading is often based on rational calculations of benefits not only to the defendant but also to his/her family and associates. Although the threat of civil enforcement and criminal proceedings may possibly deter him/her from committing the crime, results indicate that the amounts of settlement in both proceedings are considerably lower than the amount of profits obtained from the offense.

Enforcement as a concept imports compulsion to comply with a particular norm. Of course, the nature of enforcement might vary considerably with the norm in question or society within which action is desired. Professor Gower, in his ‘Review of Investor Protection’, expressed the view that a rule that could not be or was not enforced brought the system, within which that rule was supposed to operate, into disrepute. Whether this is true or not may be a matter for debate. Most systems of control envisage rules that in practical terms are unenforceable, but that are expected to have a normative or educational effect. Such functions, in the context of securities regulation, may be thought to be of some significance. Thus, the fact that simply because a rule cannot either in its terms or in practice be sanctioned by a predictable and determinate action intended to promote compliance, does not necessarily undermine that rule let alone the system within which it exists. To assume without more that a rule that cannot be enforced is not a legal rule, or to be precise a rule of law, while no doubt appealing enough to the positivist school of jurisprudence, is simplistic and outdated. Furthermore, in the context of the sort of economic regulation that we are discussing, whether a rule is characterised as one of law or not may or may not have significance. While there is a problem with determining the appropriate degree of interface between rules bearing differing qualities, purely in terms of achieving a defined regulatory objective it might well be that a rule which is not law in the formal sense of having been promulgated by an authority with legislative power, promotes a satisfactory degree of compliance. Therefore, many of the rules that pertained prior to the creation of the regime of regulation under the Financial Services Act 1986 were essentially non‐legal in the sense that they did not carry determinate sanctions ordained by a legal process consequent upon a violation and were not promulgated by an authority with legislative power. However, to dismiss them because they were unenforceable at law would give a very false picture of the efficacy of what was for many years a satisfactory regulatory structure. Even today, although the interrelationships of legal and non‐legal rules is very much more complex, it is still the case that significant areas of regulation have been left to non‐legal authorities.

After reading the case, the students shall be able to explain the concept of insider trading and differentiate between illegal insider trading and legal insider trading, business ethics, financial institutions, financial markets and accounting; to interpret the legal framework for prevention of insider trading; to identify the role and significance of the market regulator, Securities and Exchange Board of India (SEBI), in detecting financial crimes such as insider trading; to demonstrate the association between information, stock trading and stock prices within the framework of efficient markets; and to appraise the ethical dilemma in a family-owned firm, where the family members of the promoter group are alleged to have indulged in a financial crime.

The case revolves around allegations of insider trading against the promoter and the promoter group of the family owned and controlled firm, Lux Industries Limited. On January 24, 2022, the SEBI, the regulator of securities markets in India, accused Udit Todi, the Executive Director of Lux Industries Limited, of engaging in insider trading through a chain of 14 connected parties. Udit Todi was also the son of the Managing Director, Pradip Kumar Todi, and the nephew of the Executive Chairman, Ashok Kumar Todi. In its interim order, SEBI alleged a breach of insider trading regulations by a group of 14 connected entities that had built up long positions starting from May 21, 2021, before the quarterly financial results (Q4) and the annual results of the financial year (FY) 2021 in the equity shares of Lux Industries Limited, with its registered office in Kolkata, India, were announced. Subsequently, they squared off the long positions to make a profit of ₹29.43m. To restore the confidence of the investors, the Executive Chairman, Ashok Kumar Todi, needed to review the matter expeditiously and impartially. Taking into consideration the family ties of the accused, it was not going to be an easy task, yet, it had to be done. The case highlights the role of the regulator, SEBI, in unearthing financial frauds such as insider trading in an emerging market such as India.

Postgraduate programs in management, Executive education programs.

Teaching notes are available for educators only.

CSS 1: Accounting and Finance

The purpose of this paper is to examine the effectiveness of illegal insider trading enforcement in China by focusing, among other things, on the Chinese Securities Regulatory Commission's (CSRC) enforcement actions in the period 1993‐2006.

This paper discusses the CSRC's enforcement policies and practices of insider trading regulation, based upon administrative and judicial cases, face‐to‐face interviews with regulators, and policy documents.

A major finding of the study is the paucity of insider trading cases and the lack of convictions for insider trading offences in China. The campaign against securities offences did not actually come with the stricter enforcement of insider trading laws. A primary challenge in the insider trading regulation comes from the fact that most insider trading cases involve high‐ranking government and party officials. The CSRC lacks the power to directly administer discipline and penalties on government officials and party cadres for insider trading offences.

It is recommended that the CSRC be given more power, more resources and more trained regulators to detect and address insider trading activities. It is also recommended that the CSRC improve its surveillance capabilities by fully utilizing sophisticated computer surveillance software systems, by improving inter‐agency and inter‐market information‐sharing, and by cooperating with other countries' regulators and participating in the ISG's database to detect possible international insider trading.

The paper will be of interest to researchers in the field of financial crime and securities regulation. Regulators, the private sector and government departments will also benefit from an analysis of Chinese insider trading enforcement cases. This paper also suggests better strategies for dealing with insider trading offences in China. A fair and orderly market is crucial for investors in the Chinese market.

The rise in business activities coupled with free trade liberalisation across countries has entailed an increase in securities transaction as well as insider trading (IT). In fact, IT is characterised by the influence and usage of some prior knowledge concerning sensitive information of a corporate body which results in a financial benefit to the insider trader. The practice of IT is not only unethical but also illegal and this statement is witnessed by the mushrooming of laws across the globe categorising IT as an offence. However, the type of punishment varies in different countries depending on various factors. Consequently, the purpose of this paper is to assess the adequacy and efficiency of IT laws in the context of a developing country being Mauritius.

To achieve the research objective, the Mauritian laws on IT were compared with the corresponding laws of some developed countries like the USA and the UK. As such, a qualitative research method was adopted. In particular, the black letter approach was used to examine the relevant laws of Mauritius, UK and USA on IT. A comparative analysis was conducted concerning IT laws for each country with the view of suggesting recommendations for Mauritian stakeholders to adopt to enhance the existing legal and regulatory framework on IT.

It was found that Mauritian IT laws are largely inspired from both the US and UK corresponding legislation. However, Mauritian laws need to be strengthened by imposing some more severe penalties in terms of fines and terms of imprisonment like the USA has established. The Mauritian Financial Services Commission as the regulator also needs to play a more active role in disseminating particularities of IT laws, offences and penalties to the civil society at large.

At present, this study will be among the first academic writings on the efficiency of IT laws in Mauritius and also, because existing literature is quite scarce on assessing the adequacy of IT legislation in developing countries, this research aims at filling in the gap in literature. The study is carried out with the aim of combining a large amount of empirical, theoretical and factual information that can be of use to various stakeholders and not only to academics.