SCOTUS Review: Salman v. United States

(416 Ratings)

Produced on: September 15, 2017

Course Format On Demand Audio

Taught by

Categories:

Course Description

Time 62 minutes
Difficulty Beginner

A huge amount of information flows from publicly traded companies to outsiders—both market professionals and others—who might later trade in the securities of those companies. Some of that information is broadly disclosed in press releases or other statements to the public at large, and so raises no concern under the insider trading laws. The U.S. Supreme Court’s recent decision in Salman v. United States addresses the other side of the coin—the legal limitations on trading in information that has not been shared with the world at large. Contrary to some public perceptions, the securities laws recognize that it is legitimate in many circumstances for a person who receives such information to trade in it. But in other circumstances, to trade in privately disclosed information can expose the recipient to civil or criminal liability for insider trading. The dividing line is critical and yet, as the Supreme Court’s decisions in this area openly state, the line drawn by the courts is not always easy to apply. This course, taught by Sidley Austin Partner Kwaku A. Akowuah, focuses on a principal piece of that dividing line—the so-called “personal benefit” test—as recently illuminated by the Salman decision.


Learning Objectives:

  1. Understand the historical roots of the “personal benefit” test, as articulated in the Supreme Court’s decision in Dirks v. SEC (1983)
  2. Assess how that test was applied in cases between Dirks and Salman, including in the arguably conflicting decisions that prompted the Supreme Court to review the Salman case
  3. Identify the issues that Salman resolved about the “personal benefit test”—and those that appear to have been left open for future cases

Faculty

Kwaku A. Akowuah

Sidley Austin LLP

KWAKU AKOWUAH is a partner in Sidley’s Supreme Court and Appellate group.

Kwaku’s recent matters include:

  • Authoring an amicus brief in the Second Circuit that presented the views of a foreign sovereign on the meaning of that sovereign’s economic regulations, in relation to antitrust claims premised on conduct that occurred within the sovereign’s borders. The Second Circuit overturned a nine-figure jury verdict, holding that the district court should have deferred to the foreign sovereign’s interpretation of its own regulations.

  • Representing a leading telecommunications company before the D.C. Circuit in a challenge to a ruling issued by the Federal Communications Commission. The D.C. Circuit overturned the Commission’s ruling.

  • Representing a professional sports franchise in an action to vacate an arbitration award entered by a league panel. A New York trial court vacated the award on grounds of evident partiality.

  • Representing a corporate executive before the U.S. Supreme Court, arguing that the executive’s three-month sentence of incarceration under the “responsible corporate officer” doctrine, as derived from the Food Drug and Cosmetics Act, violates the Due Process Clause.

  • Representing a major consumer goods manufacturer before the U.S. Court of Appeals for the Tenth Circuit in a constitutional challenge to a state’s effort to regulate the manufacturer’s nationwide pricing practices.

  • Representing a pharmaceutical distributor in a nine-figure breach of contract dispute pending in Kentucky state court.

  • Preparing an amicus brief in the U.S. Court of Appeals for the Second Circuit, challenging federal search warrants seeking disclosure of electronic information stored on overseas servers.


Kwaku was named one of 2016’s top 40 under 40 business leaders by the Washington Business Journal. In recognition of his litigation success, he was also named a “D.C. Rising Star” by the National Law Journal 2015.

Prior to joining the firm, Kwaku served as a law clerk to Justice Stephen Breyer of the U.S. Supreme Court. From 2009 to 2012, Kwaku was an Attorney-Adviser in the Office of Legal Counsel at the U.S. Department of Justice. In that role, he provided legal advice to departments and agencies of the executive branch on a variety of matters, including questions relating to the constitutional separation of powers, the interpretation of federal statutes, and international law principles. Prior to his time at the Justice Department, Kwaku was an associate in the appellate litigation practice of a global law firm in New York, where he also gained trial court experience representing clients in commercial, products-liability and securities cases.



Reviews

CR
Chris R.

Very interesting and topical in a complex area of the law.

GM
George M.

Excellent course. Very clear explanation of complex subject.

AD
Amy D.

Course was easy to follow and interesting.

MG
michael g.

Very informative presentation. Presenter was very knowledgeable and made the material quite interesting.

DM
donald m.

an enjoyable and informative presentation no less

LG
Lourdes G.

Good Speaker.

DG
Dean G.

Excellent speaker!

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