摘要
Abstract
Pre-arranged trading plans constitute one of the affirmative defenses against insider trading charges.When actors can demonstrate that their conduct,which literally meets the constituent elements of insider trading,was executed pursuant to a pre-arranged trading plan,they are exempted from legal liability for insider trading.Although China has established principle-based provisions regarding this matter in relevant judicial interpretations,specialized rules issued by securities regulatory authorities are still needed for further refinement.Drawing on the latest amendments to Rule 10b5-1 in the United States in 2022,the following policy recommendations are proposed:(1)China's detailed rules for pre-arranged trading plans should adhere to the good faith principle to prevent abuse of such plans;(2)strengthen information disclosure requirements to ensure the transparency of trading plans;(3)establish reasonable cooling-off periods to prevent immediate exploitation of inside information;(4)restrict overlapping trading plans to ensure the singularity and continuity of trading plans;and(5)strictly control the cancellation and modification of pre-arranged trading plans.关键词
内幕交易/预定交易计划/内幕交易豁免/肯定性抗辩Key words
insider trading/pre-arranged trading plan/insider trading exemption/affirmative defense分类
管理科学
