Which of the following will result in an insider trading prosecution?
I. A tippee trades based on inside information, not knowing that the source of the information has actually received the information illegally and has breached fiduciary duty to the shareholders by leaking it. He has no reasons to suspect such a behavior.
II. A corporate outsider who has absolutely no connections to any of the insiders misappropriates inside information and trades for profit based on that information.
III. A tippee trades based on inside information about an impending tender offer after verifying that the source of the information has not breached any fiduciary duty to the company.
Click on the arrows to vote for the correct answer
A. B. C. D.D
A "Tippee" is any person who learns inside information from a corporate insider. A tippee can be held liable under SEC's section 10b and rule 10(b)-5 only if he knows or should know that the insider has behaved improperly and breached fiduciary duty in revealing the information. Otherwise, the tippee is not held responsible for insider trading. One exception to this rule is information about tender offers, in which tippee liability results automatically under SEC Rule 14e-3, even if the insider has not breached any fiduciary duty. Under the Misappropriation Theory of insider trading, a person who misappropriates inside information and trades or abets trading in it is committing securities fraud and can be so charged, even if the person is a complete corporate outsider. The Topical Study, "Insider
Trading," is probably the most important (and the trickiest) section in the handbook and you can expect at least one question from it.