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This timely collection, edited by a leading academic in the field, brings together seminal works of scholarship on insider trading over a 40 year period, with contributions from many prominent law professors and economists. Areas covered in the volume include the origins and development of insider trading law, insider trading statues and the policies surrounding insider trading. Along with an original introduction, Professor Bainbridge provides a comparative and international focus as well as coverage of important issues in the US law of insider trading. This volume will be of immense value to scholars and practitioners interested in this evolving and topical field of study.
Acknowledgements
Introduction Stephen M. Bainbridge
PART I ORIGINS AND DEVELOPMENT OF INSIDER TRADING LAW
1. Michael Conant (1960), ‘Duties of Disclosure of Corporate Insiders Who Purchase Shares’
2. Arthur Fleischer, Jr., Robert H. Mundheim and John C. Murphy, Jr. (1973), ‘An Initial Inquiry into the Responsibility to Disclose Market Information’
PART II THE SUPREME COURT’S DECISIONS IN CHIARELLA AND DIRKS
3. Donald C. Langevoort (1982), ‘Insider Trading and the Fiduciary Principle: A Post-Chiarella Restatement’
4. Jonathan R. Macey (1984-85), ‘From Fairness to Contract: The New Direction of the Rules Against Insider Trading’
PART III THE MISAPPROPRIATION THEORY EMERGES
5. Richard W. Painter, Kimberly D. Krawiec and Cynthia A. Williams (1998), ‘Don’t Ask, Just Tell: Insider Trading after United States v. O’Hagan’
6. A.C. Pritchard (1998), ‘United States v. O’Hagan: Agency Law and Justice Powell’s Legacy for the Law of Insider Trading’
PART IV INSIDER TRADING STATUTES
7. Donald C. Langevoort (1984), ‘The Insider Trading Sanctions Act of 1984 and Its Effect on Existing Law’
8. Lawrence E. Mitchell (1988), ‘The Jurisprudence of the Misappropriation Theory and the New Insider Trading Legislation: From Fairness to Efficiency and Back’
PART V INSIDER TRADING POLICY: THE MANNE DEBATE
9. Henry G. Manne (1966), ‘In Defense of Insider Trading’
10. Roy A. Schotland (1967), ‘Unsafe At Any Price: A Reply to Manne, Insider Trading and the Stock Market’
11. Henry G. Manne (1970), ‘Insider Trading and the Law Professors’
PART VI INSIDER TRADING POLICY: THE POST-MANNE DEBATE
12. Michael P. Dooley (1980), ‘Enforcement of Insider Trading Restrictions’
13. Dennis W. Carlton and Daniel R. Fischel (1983), ‘The Regulation of Insider Trading’
14. Larry E. Ribstein (1998), ‘Federalism and Insider Trading’
15. Stephen M. Bainbridge (2000), ‘Insider Trading’
Name Index
Edited by Stephen M. Bainbridge, William D. Warren Professor of Law, University of California, Los Angeles, US
‘Insider trading, among all topics in securities regulation, has generated an extensive discourse with far greater heat than light. Steve Bainbridge has performed a valued public service by putting together the best in the legal literature with this volume. Hopefully, going forward, with this endeavor the heat/light quotient will be impacted, if not reversed.’
– Roberta Romano, Yale Law School, US
‘Insider Trading contains a superb collection of articles – providing an excellent overview of insider trading from both a theoretical and historical perspective. The book should prove quite useful for academicians and students desiring a collection of a variety of insightful sources in one volume.’
– Marc I. Steinberg, Southern Methodist University Dedman School of Law, US
