Download This PaperWhat Were They Thinking? State of Mind Puzzles in Insider Trading
Georgetown University Law Center Research Paper No. Forthcoming.
(2023). Georgetown Law Faculty Publications and Other Works. 2496.
34 Pages Posted: 24 Mar 2023 Last revised: 4 Aug 2023
Date Written: March 23, 2023
Abstract
Insider trading law is famously incoherent, the well-recognized product of its piecemeal creation by the judiciary rather than Congress or (with exceptions) SEC rulemaking. Asking what the insider or tippee was thinking is both a doctrinal inquiry and an expression of exasperation aimed at those whose trading doesn’t seem worth the risk. This essay seeks to situate state of mind questions as they address both reasons for asking, and to show that the case law on the subject is even more puzzling than generally thought.
Keywords: Insider Trading, Scienter
Suggested Citation: Suggested Citation
Donald C. Langevoort (Contact Author)
Georgetown University Law Center ( email )
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