Amending China's Insider Trading Prohibition - An Immodest Proposal

Abstract

Presented in China in conjunction with the proposed amendment of the People's Republic of China (PRC) Securities Law 2006, this paper critiques the form and application of the PRC's current insider trading prohibition and its misconceived fealty to Rule 10b-5-limiting U.S. Supreme Court-derived doctrines of fiduciary duty and misappropriation, and urges that China's amended statute and enforcement system look to the broader doctrinal formulations employed in the United Kingdom and the European Union, ironically already used by China's securities regulator pursuant to internal (and likely illegal) administrative "guidance" norms.

Keywords: China, PRC, securities regulation, insider trading, fiduciary duty, misappropriation, Rule 10b-5

JEL Classification: K22, K44