Australian insider trading laws prohibit a person from trading in securities whilst in possession of non-public, price-sensitive information. One of the essential elements of the insider trading offence is that the alleged insider must possess certain ‘inside information’. If the alleged insider trader is a company, how does that company ‘possess’ information? Must there be ‘knowledge’ or ‘awareness’ of the inside information, or is mere physical possession sufficient? The Corporations Act contains deeming provisions which impute certain knowledge of a company’s officers and directors to the company itself. General corporate law principles of agency may also apply to deem certain information to be within a company’s possession. How do these provisions and principles operate in the context of insider trading? Legal complexities associated with all of these issues will be examined in this article.
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