The Hedge Fund Law Report publishes frequently on the topic of insider trading. It is, perhaps, the most important topic we cover, for at least six reasons. First, it is complex and at times counterintuitive. Second, it is particularly difficult to apply the doctrine to the day-to-day facts of investment analysis, research and trading. Third, while the bedrock doctrine remains relatively constant, the outside contours of the law and the fact patterns in which the law applies are changing continuously. Fourth, insider trading considerations are pervasive: they apply across strategies and geographies, in funds and in personal accounts. Fifth, investigative techniques and technology are evolving rapidly. And sixth, insider trading violations – or even suspicions thereof – can promptly bring down the curtain on a hedge fund management business. The list goes on, but the point is that for hedge fund managers, insider trading is a virtually inexhaustible topic, an ongoing concern. Like the Hedge Fund Law Report, the Regulatory Compliance Association (RCA) regularly includes in-depth analysis of insider trading at its Symposia. Consistent with that focus, the RCA’s Fall 2011 Asset Management Thought Leadership Symposium (to be held on November 10, 2011 at the Pierre Hotel in New York) will feature a session on insider trading. (Subscribers to the Hedge Fund Law Report are eligible for a registration discount.) We have interviewed various of the speakers expected to participate in the insider trading session, and we have published the full transcripts of some of those interviews. For the transcript of our interview with Scott Pomfret
, Regulatory Counsel for a Boston-based institutional money manager and a former branch chief in the SEC’s Division of Enforcement, click here
. And for the transcript of our interview with Kevin O’Connor
, Partner at Bracewell & Giuliani and Chair of the firm’s White Collar Practice Group, and previously Associate Attorney General of the United States and United States Attorney for Connecticut, click here
. This week’s issue of the Hedge Fund Law Report includes a transcript of our interview with Scott Black. Black is General Counsel and Chief Compliance Officer at Hudson Bay Capital Management LP. He previously served as Assistant Regional Director in the Division of Enforcement of the SEC’s New York Regional Office and practiced law at Wachtell, Lipton, Rosen & Katz. Our interview with Black covered, among other things: characteristics of a hedge fund manager that make it more likely to become the target of an insider trading investigation; steps that hedge fund managers can take to diminish the likelihood that they will become such a target; selective disclosure considerations; how hedge fund managers should respond to the increasing use of wiretaps in insider trading investigations; whether the government will use wire fraud charges to criminalize activity that would not constitute criminal securities fraud; steps hedge fund managers can take to avoid insider trading violations when talking to company insiders; best practices for engaging expert network firms; best practices for using experts, consultants, channel checking firms and others outside of the context of an expert network; steps to prevent insider trading violations when hedge fund manager personnel serve on a creditors’ committees; and the practical implications of the SEC’s recent cooperation initiative.