Understanding Securities Law |
From inside the book
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Page 151
... Congress , § 15 of the 1933 Act held controlling persons absolutely liable for § 11 and § 12 violations by controlled persons . Congress , in passing the 1934 Act , amended § 15 of the earlier Act , adding the language beginning at ...
... Congress , § 15 of the 1933 Act held controlling persons absolutely liable for § 11 and § 12 violations by controlled persons . Congress , in passing the 1934 Act , amended § 15 of the earlier Act , adding the language beginning at ...
Page 159
... Congress ' perception of the law that it was shaping or reshaping . When Congress enacts new legislation , the question is whether Congress intended to create a private remedy as a supplement to the express enforcement provisions of the ...
... Congress ' perception of the law that it was shaping or reshaping . When Congress enacts new legislation , the question is whether Congress intended to create a private remedy as a supplement to the express enforcement provisions of the ...
Page 160
... Congress enacted the 1974 amendments . The Court , therefore , concluded that Congress ' decision not to alter the statutory provisions that had been construed to provide implied private rights of action was evidence that Congress ...
... Congress enacted the 1974 amendments . The Court , therefore , concluded that Congress ' decision not to alter the statutory provisions that had been construed to provide implied private rights of action was evidence that Congress ...
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2d Cir 7th Cir accredited investors Act registration affiliates amended apply BarChris broker-dealers brokers business judgment rule Commission conduct Congress context controlling person Corp corporate damages dealer decision defense directors disclosure system discussed distribution due diligence effective enforcement exemption from registration federal securities laws filing fraud Hence infra injunction insider trading integrated disclosure interest investment investors issue issuer liability limited material merger Moreover non-affiliates offeror pari delicto permitted plaintiff post-effective period pre-filing private right prohibits promulgated provides proxy public offering purchase registered offering registration statement Regulation D reliance remedy resale restricted securities right of action S.Ct safe harbor Schedule 13D scienter SEC Rule SEC's Section 10(b Section 11 Securities Act Release Securities Exchange Act sell seller shareholders shares Shelf Registration solicitation standard statute statutory Steinberg subpoena Supp supra note Supreme Court takeover target tender offer tion Transfer Binder underwriter violation Williams Act