Download or read book Understanding Securities Law written by Marc I. Steinberg and published by LexisNexis/Matthew Bender. This book was released on 2007 with total page 554 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Federal Securities Law written by Thomas Lee Hazen and published by . This book was released on 1993 with total page 132 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Securities Regulation written by Marc I. Steinberg and published by Law Journal Press. This book was released on 1984 with total page 1220 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book provides you with the guidance you need to protect your clients' confidential information while facing disclosure and liability concerns under the securities laws.
Download or read book The New Uniform Securities Act written by Joel Seligman and published by Wolters Kluwer. This book was released on 2003-01-01 with total page 198 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book is the only published version of the new Uniform Securities Act that includes reporteriquest;s notes. Joel Seligman, The reporter for this revision To The act, Is a noted expert in securities regulation and provides authoritative insight throughout the book. it will benefit Securities Attorneys in government and private practice who practice state securities laws, state legislators and regulators, corporate counsel as well as private law firm and governmental Libraries, Law school faculty and libraries, and self-regulatory organizations. Includes discussions of the seven articles covered in the New Act: General Provisions Exemptions from Registration of Securities and Notice Filing of Federal Covered Securities Broker-Dealers, Agents, Investment Advisers, Investment Adviser Representatives, and Federal Covered Investment Advisers Fraud and Liabilities Administration and Judicial Review Transition Also, The Securities Industry Association has endorsed the New Uniform Securities Act by Joel Seligman.
Download or read book United States Securities Law written by James M. Bartos and published by Kluwer Law International B.V.. This book was released on 2006-01-01 with total page 326 pages. Available in PDF, EPUB and Kindle. Book excerpt: Capital raising, mergers and acquisitions and securities trading around the world often involve some connection with the United States and implicate the US securities laws. United States Securities Law: A Practical Guide ,offers a concise overview of US securities laws from the perspective of a non-US participant. It is written not only for lawyers but for managers, bankers and others with an interest in the topic. This new edition has been significantly updated and expanded, including for the SEC's recent offering reforms and corporate governance developments. Praise for the Second Edition: This book has been a valuable resource in effectively counselling my company in the intricacies of SEC regulation. Jim, with his many years of counselling foreign issuers out of his firms London office, writes with a perspective that is particularly relevant to the needs of foreign companies listed on US exchanges. George Miller, Executive Vice President and General Counsel, Novartis Corporation. A well written and useful primer for those looking for quick, practical answers to real life questions or who wish to understand better the background and rationale to US securities law and regulation. Leland Goss, Managing Director, Credit Suisse. This book really is a practical guide to the US securities laws. It does a great job of explaining the rules and regulations in a way that can be understood by readers that are not themselves US securities lawyers. Peter Castellon, Director andamp; Counsel, Citigroup Corporate andamp; Investment Banking.
Download or read book Examples Explanations for Securities Regulation written by Alan R. Palmiter and published by Aspen Publishing. This book was released on 2021-08-10 with total page 772 pages. Available in PDF, EPUB and Kindle. Book excerpt: Informal and student-friendly, this best-selling study guide—also used by Wall Street lawyers and SEC staffers as a reference book—gives an overview of federal securities regulation and illustrates the topic with practical applications. Examples & Explanations: Securities Regulation, Eighth Edition combines clear introductions with examples and explanations that allow students to test their understanding of concepts and practice applying the law to fact patterns—many drawn from actual events in the securities markets. New to the Eighth Edition: Updates on U.S. capital formation in public and private securities markets, with a focus on trends in IPOs, going-private transactions, and private placements New materials on the treatment of “autonomous business” forms and crypto-currencies (including gaming tokens) under the federal securities law Trends in the use of Reg D, Reg A+, and Reg CF over the past several years, given recent amendments to these registration exemptions under the Securities Act of 1933 The timeliness of Section 11 suits under the Securities Act of 1933, as interpreted by the Supreme Court in CALPERS v. ANZ Securities, Inc. (2017) The preemption of state court class actions under the Securities Act of 1933 and the right of defendants to remove such actions to federal court, as interpreted by the Supreme Court in Cyan, Inc. v. Beaver County Employees Retirement Fund (2018) The securities-fraud liability of a securities rep, who disseminated false information provided to him by a superior, as interpreted by the Supreme Court in Lorenzo v. SEC (2019) Lower court application of the “personal benefit” analysis in Salman v. United States (2016) to quid pro quo tips of inside information to family and friends Updates on judicial and SEC enforcement of the federal securities laws—in particular, the use of disgorgement and civil penalties in the sale of nonexempt, unregistered securities The timeliness of disgorgement sanctions in SEC enforcement actions, as interpreted by the Supreme Court in Kokesh v. SEC (2017) The proper appointment of SEC administrative law judges and their authority to impose sanctions in SEC administrative enforcement actions, as interpreted by the Supreme Court in Lucia v. SEC (2018) The availability of Dodd-Frank whistleblower protection to a company executive who reported a possible securities violation within his company but not to the SEC, as interpreted by the Supreme Court in Digital Realty Trust, Inc. v. Somers (2018) The requirement of individualized showings of “domestic transactions” in a securities fraud class action brought against a foreign company whose securities traded on U.S. and foreign markets Professors and students will benefit from: A study guide that introduces students to the subject’s clubbish vocabulary, identifies its important principles, and reveals its layered structure. Chapters in which, after sketching the key concepts of U.S. securities regulation, give students a chance to compare their responses to concrete examples with the book’s detailed explanations. The text includes new and updated charts on: Shareholdings in the US securities markets Capital formation through public and private offerings Actual use of the various registration exemptions The updated examples and explanations include new questions on: “Autonomous business” forms and crypto-currencies Section 11 class actions brought in state court Fraudulent statements “made” by securities professionals Insider trading tips to friends and family Availability of disgorgement sanctions in SEC enforcement actions
Download or read book Securities Regulation written by Marc I. Steinberg and published by . This book was released on 2009 with total page 1088 pages. Available in PDF, EPUB and Kindle. Book excerpt: The coverage of this text is designed for both the basic securities regulation course and for advanced seminars. In addition to case law, the text includes other relevant material such as SEC releases and scholarly commentary. The problem method is used extensively. Securities Regulation covers the traditional issues as well as the developing areas. Subjects that receive extensive treatment include: o Definition of a security, o Exemptions from registration, o The registration process, o Sarbanes-Oxley, o The policy debate underlying disclosure, o Resales (including SEC Rule 144), o Due diligence (including the integrated disclosure framework), o Disclosure obligations in a myriad of contexts, o Regulation of the securities markets, o International securities developments including global offerings, o Remedies and liabilities under both federal and state securities law, o Broker-dealer regulation, o Corporate control transactions and contests, o Attorney professional responsibility, o SEC enforcement, and o "Blue Sky" regulation A Teacher's Manual is available to professors.
Download or read book Advanced Introduction to U S Federal Securities Law written by Hazen, Thomas L. and published by Edward Elgar Publishing. This book was released on 2022-05-13 with total page 192 pages. Available in PDF, EPUB and Kindle. Book excerpt: Answering the key question of whether there is an obligation for States to define and enact sound climate policies in order to avoid the impacts of global warming, this timely book provides expert analysis on recent global climate cases, assessing not only the plaintiffs’ claims but also the legal reasoning put forward by the courts.
Download or read book Reconciling Federal and State Interests in Securities Regulation in the United States and Europe written by Roberta S. Karmel and published by . This book was released on 2002 with total page 59 pages. Available in PDF, EPUB and Kindle. Book excerpt: Securities law in the United States is found primarily in the federal securities laws administered by the Securities and Exchange Commission and interpreted by the courts. The federal securities laws were preceded by state securities laws administered by state securities commissions and stock exchange regulations and listing requirements. Although key aspects of state securities regulation have been preempted, other aspects remain in tact. Stock exchange requirements now are part of the federal securities laws. Further, corporation law is primarily state law, even though it is sometimes overriden by the federal securities laws. All of this regulation results in a fair amount of regulatory competititon that frequently is difficult to reconcile. Europe is struggling with similar problems in reconciling federal and state law and regulation concerning capital markts and public companies. This article outlines the framework and historical development of securities law in the United States and Europe and the long term trend toward federal regulation despite some countervailing actions by local interests. It also discusses the tension between federal and state interests in takeover law as an example of an effort to reconcile competing regulatory goals. One of the author's conclusions is that politics and economic history are more important than theory in explaining the dominance of federal over state regulation. Further, regulatory competition is not an appropriate method for making investor protection the reconciling principle between federal and state interests.
Download or read book Federal Securities Laws written by United States. Securities and Exchange Commission and published by . This book was released on 1936 with total page 100 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book The Federal Securities Exchange Act of 1934 written by Edward N. Gadsby and published by . This book was released on 1967 with total page pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Realigning Federal and State Roles in Securities Regulation Through the Definition of a Security written by Dennis S. Karjala and published by . This book was released on 2009 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: Courts that base their decision on economic realities in holding that shares of common stock in profit-making corporations do not constitute “stock” within the meaning of the federal securities statutes misinterpret the congressional intent evidenced in the statutory structure. The results are without logical foundation either in the language of the statutes themselves or in the Supreme Court holdings on which the cases purport to rely. If the purpose of the trend, although still unstated, is to remove closely held corporations from regulation under federal securities law, that goal has not been achieved in a significant number of cases. In other cases, identical reasoning would preclude federal regulation even where several hundred shareholders might be involved. The cases introduce into the analysis an asymmetry that is discomfiting at best and almost certain to introduce significant procedural complications as the case law develops. The uncertainties involved in the sale of business doctrine make planning of transactions in stock of closely held businesses more complicated and costly, and is unlikely to achieve an appropriate balance of state and federal regulation in the securities are. Rather, this doctrine is likely to result in the exclusion of transfers of control of close corporations from the procedural and substantive advances in antifraud protection that have developed under both federal and state securities laws. Administrative or statutory rulemaking offer an alternative means of realigning federal and state securities roles. The Securities and Exchange Commission has discretionary power to restrict application of rule 10b-5's antifraud claims to certain classes of business enterprises, and Congress also possesses authority to legislate such a limitation, yet neither has done so yet, and the courts have acted in their stead. Even if the courts are correct that federal regulation in this area needs to be curtailed, it is more appropriate to rely on Congress or its designated administrative agency to effect the many technical changes that are necessary, which would leave the courts in their traditional role of interpreting in the interstices of the statutes.
Download or read book Securities Regulation written by Alan R. Palmiter and published by . This book was released on 2005 with total page 564 pages. Available in PDF, EPUB and Kindle. Book excerpt: Students depend on Securities Regulation: Examples & Explanations because it gives them what they need: - coverage of key concepts, such as public offerings, exemptions from registration, liability in securities offerings, materiality, definition of security, securities fraud, insider trading, SEC enforcement, and cross-border regulation - Examples and Explanations approach that reinforces learning by combining textual material with well-written examples, questions, and explanations - assistance in navigating a complex subject, beginning with clear delineations of the basic concepts of securities regulation and then applying the concepts in specific areas - numerous examples drawn from newsworthy events - content corresponds to the topics in the leading casebooks - sound and logical organization moves from major themes to specifics - clear and straightforward writing style The Third Edition keeps pace with developments in the law: - Sarbanes-Oxley Act with comprehensive overview and developments, including new problems - new SEC rules on expanded risk disclosure, company certifications, and lawyer up the ladder reporting - new material on IPO abuses: spinning, flipping, gun-jumping - new NYSE and NASDAQ rules on corporate governance listing standards and stock analysts - new and updated cases - new and revised examples
Download or read book Rethinking Securities Law written by Marc I. Steinberg and published by Oxford University Press. This book was released on 2021 with total page 361 pages. Available in PDF, EPUB and Kindle. Book excerpt: "This book focuses on a very timely and important subject that merit s comprehensive analysis: "rethinking" the securities laws, with particular emphasis on the Securities Act and Securities Exchange Act. The system of securities regulation that prevails today in the United States is one that has been formed through piecemeal federal legislation, Securities and Exchange Commission (SEC) in vocation of its administrative authority, and self-regulatory episodic action. As a consequence, the presence of consistent and logical regulation all too often is lacking. In both transactional and litigation settings, with frequency, mandates apply that are erratic and antithetical to sound public policy. Over four decades ago, the American Law Institute (ALI) adopted the ALI Federal Securities Code. The Code has not been enacted by Congress and its prospects are dim. Since that time, no treatise, monograph, or other source comprehensively has focused on this meritorious subject. The objective of this book is to identify the deficiencies that exist under the current regimen, address their failings, provide recommendations for rectifying these deficiencies, and set forth a thorough analysis for remediation in order to prescribe a consistent and sound securities law framework. By undertaking this challenge, the book provides an original and valuable resource for effectuating necessary law reform that should prove beneficial to the integrity of the U.S. capital markets, effective and fair government and private enforcement, and the enhancement of investor protection"--
Download or read book Federal Securities Law written by Thomas Lee Hazen and published by . This book was released on 2003 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: This monograph by the Federal Judicial Center provides an introduction to & overview of the complexities of litigation involving the federal securities laws, with an emphasis on the issues that are most likely to arise in litigation: basic registration, disclosure, & antifraud provisions. Chapters: Introduction: The Federal Securities Laws, the Securities & Exchange Commission (SEC), Sources of Litigation, Self-Regulation, & Private Remedies; Scope & Reach of the Securities Laws; Regulating the Distribution of Securities -- the Securities Act of 1933; Regulating Issuers, Securities Professionals, & the Securities Markets -- The Securities Exchange Act of 1934; Appendix: Statutory Conversion Charts; For Further Reference; & Table of Cases.
Download or read book Federal Securities Laws written by and published by . This book was released on 2006 with total page 2230 pages. Available in PDF, EPUB and Kindle. Book excerpt: This volume serves as a federal securities laws supplement, providing selected statutes, rules, and forms. Contents include the Securities Act of 1933, Security Exchange Act of 1934, Investment Company Act of 1940, Investment Advisers Act of 1940, SEC Rules of Practice, related federal laws, and state securities laws. Also includes early 2002 amendments to the Securities Act of 1933 and the Securities Exchange Act of 1934. The Revised 2005 Edition of Federal Securities Laws: Selected Statutes, Rules and Forms follows the format of earlier years. Early in 2002 Congress changed fee provisions in Section 6(b) of the Securities Act of 1933 and amended Section 4(b), 13(f), 14(g), and 31 of the Securities Exchange Act of 1934 to address fees and SEC expenditures. Rule 135b of the Securities Act of 1933 was amended as were Regulations S-B and S-K Items 201 and 601. There were several Rules added or amended in the Securities Exchange Act. These included Rules 3a4-2, 3a4-3, 3a4-5, 3a4-6, 3a5-1, 3a55-1, 3a55-2, 3a55-3, 3b-17, 3b-18, 6a-3, 6a-4, 14a-3, 15a-7, 15a-8, 15a-9, 15a-10, 15b2-2, 15b11-1, 17a-3, 17a-4, 17a-25, 17AD-7, 19b-4, 19b-7, and 31-1. In addition, Rule 303 of Regulation ATS was amended as were Item 12 of Form 10-K and Item 11 of Form 10-KSB. There are also amendments to Investment Company Act Rules 2a-7, 5b-3 and 31a-2 as well as Rule 204-2 of the Investment Advisers Act and Rule 202.3 of SEC Rules of Practice.
Download or read book U S Regulation of Hedge Funds written by Douglas L. Hammer and published by American Bar Association. This book was released on 2005 with total page 398 pages. Available in PDF, EPUB and Kindle. Book excerpt: This authoritative resource surveys federal securities laws and rules applicable to the organization, capitalization and operations of private U.S. domestic investment partnerships that invest and trade mainly in the public securities markets. Includes a detailed index.
