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Publication

SOCIAL NORMS AND INSIDER TRADING

Macey, Jonathan R.
Abstract
Insider trading is a somewhat misleading term. To the extent that the phrase is supposed to connote improper and unethical trading, it is both overinclusive and underinclusive. The term insider trading is overinclusive because not all trading by corporate insiders is improper or unethical. After all, insiders often trade while not in possession of any valuable or material information about the company whose shares they are trading. The term insider trading is underinclusive because it frequently is the case that trading by outsiders, i.e., those who have no connection with the company whose shares are being traded, is improper and unethical. A clear example of such trading is trading by government officials and legislators on the basis of nonpublic information obtained in the course of their official duties.