The following excerpt is from Haberman v. Murchison, 468 F.2d 1305 (2nd Cir. 1972):
These considerations, however, should not obscure the fact that the essence of the 10b-5 violation in Texas Gulf Sulphur was the wrong done by the defendants to sellers on the open market not privy to the same material information. While there may be a parallel right, under state law, in the corporation to recover profits from insiders who use inside information to their own advantage, see Diamond v. Oreamuno, 24 N.Y.2d 494, 301 N.Y.S.2d 78, 248 N.E.2d 910 (1969), there is no such derivative right under federal law. Since neither the corporation nor any purchaser was injured by the use of the alleged inside information in this case, no compelling reason has been advanced for the recognition of such a right here.
The above passage should not be considered legal advice. Reliable answers to complex legal questions require comprehensive research memos. To learn more visit www.alexi.com.