Share buybacks are back with a vengeance as economic confidence recovers from the COVID-19 pandemic.1 The average proportion of buybacks out of aggregate distributions in 2019–2021 was higher than the historical average during 2005–2019 in the USA and Europe.2 These developments have attracted broad criticism from academics and policymakers, with many seeking to curb share buybacks given the risks of insider dealing, market manipulation and the harm to long-term shareholder value, amongst other concerns.3 Such market conduct potentially constitutes insider dealing to the extent that the issuer—as the ultimate corporate ‘insider’—is purchasing shares from the market on the basis of price-sensitive non-public information.4 Nevertheless, share buybacks are covered by a safe harbour under the Market Abuse Regulation (MAR),5 which came into force on 3 July 2016 and was onshored into UK law on 31 December 20206 and amended by the Market Abuse (Amendment) (EU Exit) Regulations 20197 and Financial Services Act 2021.8 Under the safe harbour, issuers are exempt from the prohibition against insider dealing and market manipulation where the buyback programme and trades are disclosed to the public, and comply with the prescribed objectives, conditions and restrictions with respect to the timing, price and volume of shares purchased.9 This safe harbour, as derived from the Market Abuse Directive (MAD),10 has provided uniformity in the regulation of share repurchases amongst EU Member States.11 Share buybacks have accordingly been broadly regarded as a legitimate market practice in the UK and EU. A similar safe harbour exists in the USA under Rule 10b5-1, which establishes affirmative defences for insider dealing for issuers that repurchase securities pursuant to trading arrangements adopted in ‘good faith’ before becoming aware of material non-public information, and which comply with the prescribed price, volume and timing requirements.12 However, the US Securities and Exchange Commission (SEC) has observed that this safe harbour has been increasingly abused by issuers and has led to ‘real cracks’ in the US insider dealing regime due, in part, to the lack of mandatory disclosure requirements for such trading arrangements.13 In contrast, there is no similar safe harbour under the Australian insider dealing framework despite relatively stringent disclosure and price requirements for buyback programmes under the Corporations Act 2001 (Cth).