Does Litigation Risk Deter Insider Trading? Evidence from Universal Demand Laws
利用美国各州交错通过通用需求法（使股东更难提起衍生诉讼）来研究股东诉讼风险如何影响内幕交易，发现该法导致内幕交易更有利可图，尤其是卖出交易，且交易时机更机会主义。
Abstract We exploit U.S. states’ staggered adoption of Universal Demand (UD) laws to study how the risk of shareholder lawsuits affects insider trading. UD laws, which make it harder for shareholders to bring derivative lawsuits against directors and officers, lead to more profitable insider trades, especially sales. This effect is stronger among smaller firms and firms with lower institutional monitoring. After UD laws, the timing of insiders’ trades also appears more opportunistic and riskier, for example, sales increase before negative earnings surprises. Overall, our study offers clean evidence that the threat of shareholder litigation deters opportunistic insider trading.