Legal Definitions - misappropriation theory

Misappropriation theory is a legal concept that applies to securities fraud. It states that if someone uses confidentialinformation to buy or sell securities, and they owe a duty to the person who provided that information, then they are guilty of securities fraud.

For example, let's say that a lawyer is working on a merger between two companies. The lawyer learns confidential information about the merger that is not yet public knowledge. If the lawyer then uses that information to buy or sell securities in one of the companies involved in the merger, they are guilty of securities fraud under the misappropriation theory.

Another example could be a financial analyst who learns confidential information about a company's upcoming earnings report. If the analyst uses that information to buy or sell securities in that company, they are also guilty of securities fraud under the misappropriation theory.

The misappropriation theory is designed to protect the integrity of the securities market and prevent insider trading. It ensures that people who owe a duty to others to keep information confidential do not use that information for personal gain in the securities market.