On The Subject System Of Insider Trading

At present,the rapid development of our securities market,the existence and repeated ban of insider trading behavior of securities,but the scope of the subject of insider trading of securities and related theory is not clear,the subject of insider trading of securities gradually became a difficult problem in the system of insider trading,Securities Law revised the subject of insider trading in 2020.But there are still some unanswered questions.A perfect subject system of insider trading in securities is very important to solve the illegal problem of insider trading in securities.It is also the key to build investors’ confidence in the securities market and realize the healthy development of the securities market.Therefore,it is very necessary to establish a perfect subject system of insider trading in order to solve the problems existing in legislation and practice.The subject of insider trading includes insiders of insider information and those who illegally obtain insider information.Those who know inside information shall be limited to the scope listed in Article 51 of the Securities Law and the last paragraph of this article,"Other persons who can obtain inside information as stipulated by the Securities regulatory Agency under The State Council".As for the scope of the provision of inside information,the CSRC shall formulate standards according to the authorization of the Securities Law and maintain the same characteristics as the listing clause.It is limited to the scope of "personnel who have job connection with inside information and obtain inside information based on their job",so as to avoid blindly expanding the scope of punishment with excessively broad standards.For those who illegally obtain inside information,it should be interpreted as "obtaining it without obtaining it",and at the same time,considering the infringement of legal interests,it should include those who passively obtain inside information and those who obtain inside information second-hand or above.For the inconsistencies between the recognition of the scope of other regulations and judicial interpretations and the provisions of the Securities Law,amendments should be made to form the main legal system of insider trading based on the Securities Law.At the same time,in judicial and law enforcement practice,it is unreasonable to punish the recipient of insider information with the standard of "contact with insider + engaging in related transactions".We can start with the relationship between the recipient of insider information and the bearer of insider information,and consider their subjective consciousness.Only when the recipient of information knows or should know that the bearer of information breaches his fiduciary duty to disclose inside information for personal gain can he be identified as the subject of insider trading and punished.At the same time,when punishing the recipient of inside information,the sender of inside information should also be punished.The two have consistency,and this standard should also be practiced in practice.