내부자거래 제한규정의 미적용행위에 관한 고찰 -내부자거래유보와 대체적 내부자거래를 중심으로

Insider trading is a term of art that refers to unlawful trading in securities by persons who possess material nonpublic information about the company whose shares are traded. While insider trading regulation under the Korean Securities and Exchange Act focuses on insider trading, it does not regulate all kinds of informationally advantaged act using material nonpublic information, such as insider abstention and substitute insider trading. It has been believed that insiders can profit on material nonpublic information both by trading and by abstaining from trading. This Article examines that this conventional wisdom about insider abstention can be wrong and that nonregulation of insider abstention can be efficient. Another likely type of informationally advantaged trading is by officers and directors of one corporation (Corporation A) in another corporation? (Corporation B) securities. This form of trading can be referred to as substitute insider trading. Substitute insider trading is presently legal, and it may be quite profitable. This Article discusses that substitute trading can be less socially desirable than traditional insider trading, and examines possible changes in the law that might limit substitute insider trading.