Quinnipiac School of Law hosts symposium on insider trading

October 03, 2023

Panelists sitting down and answering questions

Distinguished national experts joined in a panel of discussions at the Insider Trading Symposium: Texas Gulf Sulphur at 55, held in the Ceremonial Courtroom on the North Haven Campus on September 29.

The symposium gathered three panels of professionals in discussions which considered the past, present, and future impact of the landmark Securities and Exchange Commission v. Texas Gulf Sulphur, Inc. decision. The nation’s first case on insider trading was decided by the Second Circuit Court of Appeals in 1968.

Texas Gulf Sulphur’s doctrinal importance in areas of securities law outside the context of insider trading was the focus of a mid-morning panel featuring attorney Norman Knickle of the Securities and Exchange Commission (SEC); professor Donald Langevoort, Georgetown University Law Center; professor Jonathan R. Macey, Yale Law School; and professor Marc Steinberg, SMU Dedman School of Law.

“My view is that this may well be the most important decision handed down in the securities law area in the history of the securities laws,” said Steinberg. “With respect to insider trading, it’s huge; but it addresses so many other issues involving the securities laws.”

On behalf of the panel, Macey extended his thanks to the Quinnipiac Law Review and to School of Law professor Marilyn Ward Ford and Dean Jennifer Gerarda Brown for their leadership in organizing the symposium.

“It’s really wonderful to be here, and a great opportunity,” said Macey. “Particularly, there are a lot of great practitioners in the room who are giants in this field. Some of what I’m going to say is to provoke them a little bit, and hopefully they can further educate me. I’ve really benefited over the years from their articles and insights.”

In introducing Knickle, Steinberg noted the attorney advisor for the SEC earned his JD at Quinnipiac School of Law. He remarked on Knickle’s work as an outstanding attorney for the SEC and the great benefits which are afforded to the public by the work of dedicated public servants such as Knickle. Steinberg impressed on students in attendance that experience in government is an excellent way to leverage their law degree.

“If you really want a steppingstone to your career, the government is a great equalizer. If you can get a job with a very good government agency like the SEC, and do well there, the opportunities are going to be very, very broad for you,” said Steinberg.

Knickle led his comments with the disclaimer that any comments he made were his own and not representative of the SEC or the staff. Among several important takeaways, Knickle emphasized for the gathered students that “facts matter.”

“Sometimes it gets lost when we talk about the law, but when you are at the SEC or you are at the Justice Department, you are investigating facts. The facts matter,” said Knickle. “And so, we don’t frequently spend hours debating the nuances of the federal securities laws when we conduct an investigation. We are looking at the facts. We are trying to determine whether there is misconduct. And of course, eventually, we have to test our conclusions, and those conclusions are usually contested in the courts.”

The symposium’s morning panel discussion focused on Texas Gulf Sulphur litigation and its importance to the historical development of the insider trading prohibition arising under the antifraud provisions of the federal securities law. Panel members were professor Donna Nagy, Indiana University Maurer School of Law; attorney Robert Fiske, Davis Polk & Wardwell; professor Adam C. Pritchard, University of Michigan Law School; and professor Robert B. Thompson, Georgetown University Law Center.

The symposium also featured an Insider Trading Law Practice Panel with attorney Howard Fischer, Moses Singer LLC; attorney Gene Ingoglia, Allen & Overy; attorney Ken B. Lerman, Kenneth B. Lerman, P.C.; and attorney Alexandra A.E. Shapiro, Shapiro Arato Bach LLP.

Additionally, a tribute to Harvey Pitt, former Chairman and General Counsel of the United States Securities and Exchange Commission, took place during the symposium. Featured tribute speakers were James W. Barratt, Chairman of Securities and Exchange Commission Historical Society and President of Barratt Consulting Group; Meredith Cross, Securities and Exchange Commission Historical Society, President-Elect and Partner at WilmerHale; and Kathleen Graham, Executive Director, Securities and Exchange Commission Historical Society.

The Securities and Exchange Commission Historical Society will exhibit the symposium, related law review articles and historical papers in the permanent collection of its virtual museum and archive at the SEC Historical Society website, sechistorical.org

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