The Continuing Impact of Salman v. United States on Insider Trading Prosecutions

(96 Ratings)

Produced on: November 14, 2017

Course Format On Demand Audio

Taught by

Categories:

Course Description

Time 61 minutes
Difficulty Intermediate

When the U.S. Supreme Court issued its decision in Salman v. United States, it was anticipated that it would provide much needed clarity to the financial community, the S.E.C. and U.S. prosecutors as to what activity does and does not constitute insider trading. However, the cases filed and the court decisions issued since the Salman decision have shown that there is still a significant ambiguity regarding the nature of the “personal benefit” which must be received by the tipper of inside information and the requisite relationship which must exist between the tipper and tippee, in order for insider trading liability to attach. This ambiguity was highlighted most recently in the Second Circuit’s split decision which upheld the conviction of Mathew Martoma.

This program, led by attorney Ralph Siciliano, will discuss the holding in the Salman case as well as the earlier Second Circuit decision in U.S. v. Newman, and how those decisions affected the landscape of the law governing insider trading and government prosecutions which followed. He will explore the facts of recent indictments, including the recently filed charges against Michael Rivas, the conviction of Billy Walters, and the case of Joseph Reggierri in which the SEC Commissioners affirmed the dismissal of insider trading charges brought by the SEC’s Enforcement Division. Each of these cases, as well as the Second Circuit’s decision in the Martoma case, offer insights as to how the court and prosecutors are navigating the altered landscape created by the Salman decision.

Political intelligence as a form of inside information has also become a focus of prosecutors, as reflected on the recent indictment filed in the case of U.S. v. Blaszcak. Mr. Siciliano will explore this “new frontier” of insider trading liability as well.


Learning Objectives:

  1. Identify the elements of an insider trading violation
  2. Address the unresolved issues concerning insider trading liability
  3. Advise financial services clients on when they are deemed to be in possession of information which triggers a prohibition from trading
  4. Determine what constitutes “political intelligence” and when does possession of such information create potential liability for insider trading
  5. Discuss the circumstances which are likely to trigger on insider trading prosecution


Faculty

Ralph A. Siciliano

Tannenbaum Helpern Syracuse & Hirschtritt LLP

As head of the firm's Governmental and Regulatory Investigations Practice, Ralph Siciliano represents investment advisors, private funds, broker-dealers and their associated persons, and officers and directors of publicly held companies in connection with investigations and enforcement proceedings brought by federal and state authorities and self-regulatory organizations, including the SEC, CFTC, FINRA, offices of the United States Attorney, and State Attorneys General. Having held senior enforcement positions in the New York Office of the U.S. Securities and Exchange Commission, Ralph has extensive experience dealing with federal and state regulatory agencies and self-regulatory organizations. Ralph also represents officers and directors of public companies and financial services institutions and individuals in securities-related litigations, including the defense of class actions, shareholder derivative actions and claims by bankruptcy trustees. Ralph also has served as counsel to Audit Committees and other Special Committees of the Boards of Directors of public and not-for-profit corporations in connection with corporate governance issues.

Ralph has been selected for inclusion in New York Super Lawyers for 2011-2014.

Publications

  • Second Circuit Issues Key Decision Clarifying What A Tippee Must Know To Be Held Liable For Criminal Insider Trading Liability | Business Litigation Bulletin | December 2014
  • Avoidance of Securities Transactions – Investor Exposure | E-Alert | May 2014
  • How Can Hedge fund Managers Apply the Law of Insider Trading to Address Hedge Fund Industry-Specific Trading Risks (Part 2 of 2)| Hedge Fund Law Report | August 15, 2013
  • How Can Hedge fund Managers Apply the Law of Insider Trading to Address Hedge Fund Industry-Specific Trading Risks (Part 1 of 2)| Hedge Fund Law Report | August 7, 2013
  • Insider trading—let the tippee beware | InsideCounsel | April 11, 2013
  • SEC actions time-barred after five years? Not quite | InsideCounsel | March 28, 2013
  • Risks of Using Expert Networking Firms – The Latest Prosecution for Insider Trading | BulletPoints | December 2012
  • Insider Trading and Tippee Liability: The Second Circuit Reconciles Two Inconsistent Scienter Requirements | Business Litigation Bulletin | November 2012
  • The Madoff Fraud: A Ground-Breaking Case in Cross-Border International Litigation | Reprint with permission from: International Law Practicum, Vol. 25, No. 1 | Spring 2012
  • Offshore Asset Recovery: Investigations and Legal Proceedings | International Law Practicum, vol. 25, no. 1 | Spring 2012
  • Will The STOCK ACT Affect How Investment Advisers Conduct Governmental Research? | Bullet Point | April 2012
  • When Government Information Can be 'Inside Information' Under the Federal Securities and Commodities Laws | GlobalNote | 2012
  • The Insider Trading Laws and Hedge Funds | 2011
  • The Fund Manager's Dilemma: the Need to Know versus the US Insider Trading Laws | published in the Alternative Investment Management Association Magazine's Autumn 2007 Edition | Autumn 2007
  • New SEC Rules Requiring Attorneys to Report Evidence of Violations | 21st Annual American Law Institute-American Bar Association Course on Product Distribution | March 2006
  • Chapter, SEC Reporting Obligations | The Practitioner's Guide to the Listing Rules of the New York Stock Exchange | 1997

Reviews

AR
Andrea R.

Excellent presenter!

EG
Elesha G.

Great overview. Was very organized and easy to follow. I love how he put things in to context

CR
Chris R.

Great seminar.

JM
Jeffrey M.

Very interesting!

MN
Marshall N.

Thanks

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