A registered representative receives unannounced material nonpublic merger details from a friend who is an executive at a publicly traded corporation. Although the representative does not purchase any stock for their own account, they pass this information to a retail client, who subsequently purchases 1,000 shares of the target company and realizes a significant financial gain upon public announcement. Under federal securities laws governing insider trading, which of the following statements is correct?
- Both the registered representative (as tipper) and the client (as tippee) can be held liable for insider trading violations.Cevap
- BThe client cannot be held liable for insider trading because the client is not an officer, director, or employee of the target corporation.
- COnly the client can be held liable because insider trading penalties require an actual securities transaction to have been executed by that specific individual.
- DNeither the representative nor the client can be held liable because the information originated from a casual conversation between personal friends.
Cevap
Both the registered representative (as tipper) and the client (as tippee) can be held liable for insider trading violations.
Under federal insider trading regulations, liability extends to both the person who discloses material nonpublic information (the tipper) and the person who trades on it (the tippee). The registered representative is liable for tipping the client, and the client is liable for executing trades based on the nonpublic information.
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Tipper and Tippee Liability under Insider Trading Regulations