Understanding Securities Law |
From inside the book
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Page 55
... certain obligations and limitations upon persons engaged in the offer or sale of securities . Pursuant to Section 5 , a public offering of securities requires that a registration statement be filed with the Securities and Exchange ...
... certain obligations and limitations upon persons engaged in the offer or sale of securities . Pursuant to Section 5 , a public offering of securities requires that a registration statement be filed with the Securities and Exchange ...
Page 136
... certain extent , federal claims under Section 10 ( b ) based partially on breach of fiduciary duty under state law still survive . 58 Stated differently , subject to certain caveats , minority shareholders are entitled to information ...
... certain extent , federal claims under Section 10 ( b ) based partially on breach of fiduciary duty under state law still survive . 58 Stated differently , subject to certain caveats , minority shareholders are entitled to information ...
Page 193
... certain disclosure loopholes exist , because there is no specific SEC rule mandating disclosure of material adverse financial information between periodic reports . Hence , the affirmative disclosure issue relating to adverse financial ...
... certain disclosure loopholes exist , because there is no specific SEC rule mandating disclosure of material adverse financial information between periodic reports . Hence , the affirmative disclosure issue relating to adverse financial ...
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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