InstructorTerri Hays
TypeOnline Course
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Tuition Options


PracticeEdge Elite™ Not included

Standard Tuition $400

Senior Fellow Robert Van Grover, JD, Partner, Seward & Kissel

Insider trading is harmful because it prevents a level playing field in the securities markets and undermines investor confidence. The detection and prosecution of insider trading is an enforcement priority of the Security and Exchange Commission (the “SEC”), with the SEC bringing a significant number of enforcement actions in this area each year. Under the Dodd-Frank Wall Street Reform and Consumer Protection Act, SEC investigative and prosecutorial power has been expanded.

This Course will discuss the legal basis for the prohibition on insider trading (i.e., SEC Rule 10b-5) and legal theories of insider trading liability, including Classic Theory and Misappropriation Theory. Students will learn about the individual elements of insider trading in a step by step manner, which will consider relevant case law in order to encourage practical application and understanding of the principles. We will walk through examples of hypothetical fact patterns in order to illustrate the specific application of different theories of insider trading liability.

The Course will focus on cases in order to explain what levels of proof and evidence courts have found provide an adequate basis for insider trading liability, as well as which practices might constitute affirmative defenses. Students will learn about the civil and criminal sanctions which can result from insider trading violations. In addition to covering the historical origins of insider trading law, the Class will focus on the SEC’s internal restructuring and attention to insider trading. We will discuss best practices as well as policies and procedures that students can implement in order to prevent insider trading at an investment adviser.

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Students shall learn the following within this Course:

  • Define the legal basis for the prohibition of insider trading;
  • Distinguish and apply the legal theories of insider trading liability;
  • Recognize the elements of insider trading;
  • Apply the legal theories of insider trading liability and recognize the elements in examples with hypothetical fact patterns;
  • Examine the SEC focus on insider trading and potential civil and criminal sanctions;
  • Consider best practices and apply policies and procedures in order to prevent insider trading at an investment adviser (e.g., identify insider information and restrict access to material nonpublic information);
  • Recognize affirmative defenses and distinguish permissible conduct from insider trading; and
  • Discover the extraterritorial jurisdiction of the antifraud provisions of the Federal securities laws concerning insider trading.

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Senior Fellow:

Robert Van Grover, JD, Partner, Seward & Kissel

Course ID Number:  7080

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Accreditation Information

CLE Information

Credit Hours: 4
Subject Area: Professional Practice
States: Contact Curriculum Advisor For More Information

CPE Information

Credit Hours: 6.5
Subject Area: Accounting
States: Contact Curriculum Advisor For More Information

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Alabama: Approval of all web based programs is limited to a maximum of 6.0 credits.

Arizona: Does not approve or accredit CLE activities for the Mandatory Continuing Legal Education requirement. RCA programs may qualify for credit based on the requirements outlined in the MCLE Regulations and Ariz. R. Sup. Ct. Rule 45.

Iowa: The approval is for one year from recorded date. Does not approve of Audio-only On-Demand Webcasts.

Missouri: On-demand web programs are restricted to six hours of self-study credit per year. Self-study may not be used to satisfy the ethics requirements. Self-study can not be used for carryover credit.

New Hamphsire: The approval is for three years from recorded date.

New Mexico: On-Demand web programs are restricted to 4.0 self-study credits per year.

New York: Newly admitted attorneys may not take non-traditional course formats such as on-demand Web Programs or live Webcasts for CLE credit. Newly admitted attorneys not practicing law in the United States, however, may earn 12 transitional credits in non-traditional formats.

North Carolina: A maximum of 4 credits per reporting period may be earned by participating in on-demand web programs.

Ohio: To confirm that the web program has been approved, please refer to the list of Ohio’s Approved Self Study Activities at Online programs are considered self-study. Ohio attorneys have a 6 credit self-study limit per compliance period. The Ohio CLE Board states that attorneys must have a 100% success rate in clicking on timestamps to receive ANY CLE credit for an online program.

Oklahoma: Up to 6 credits may be earned each year through computer-based or technology-based legal education programs.

Pennsylvania: PA attorneys may only receive a maximum of four (4) hours of distance learning credit per compliance period. All distance learning programs must be a minimum of 1 full hour.

Rhode Island: Audio Only On-Demand Web Programs are not approved for credit. On-Demand Web Programs must have an audio and video component.

Tennessee: The approval is for the calendar year in which the live program was presented.

Virginia: All distance learning courses are to be done in an educational setting, free from distractions.

Wisconsin: Ethics credit is not allowed. The ethics portion of the program will be approved for general credit. There is a 10 credit limit for on-demand web programs during every 2-year reporting period. Does not approve of Audio-only On-Demand Webcasts.

Iowa, Mississippi, Oklahoma, and Wisconsin DO NOT approve Audio Only On-Demand Web Programs.

If you have already received credit for attending some or the entire program, please be aware that state administrators do not permit you to accrue additional credit for repeat viewing even if an additional credit certificate is subsequently issued.

If applicable, the RCA will apply for credit in your state upon request.