Understanding Securities Law |
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Page 41
... due diligence . If an action is instituted and a mater- ial misstatement or omission is shown , however , liability often may be avoided under Section 11 only by proving the performance of due diligence . In the reali- ties of corporate ...
... due diligence . If an action is instituted and a mater- ial misstatement or omission is shown , however , liability often may be avoided under Section 11 only by proving the performance of due diligence . In the reali- ties of corporate ...
Page 145
Marc I. Steinberg ? 3 CHAPTER 6 Due Diligence and Securities Act Liability ยง 6.01 INTRODUCTION This chapter addresses the concept of due diligence , liability consequences , and other ramifications in both registered and unregistered ...
Marc I. Steinberg ? 3 CHAPTER 6 Due Diligence and Securities Act Liability ยง 6.01 INTRODUCTION This chapter addresses the concept of due diligence , liability consequences , and other ramifications in both registered and unregistered ...
Page 165
... due diligence functions will be performed in the shelf registration context in a seemingly adequate and cost - effective manner . Today , the most prevalent way that such due diligence is conducted is by the issuer designat- ing ...
... due diligence functions will be performed in the shelf registration context in a seemingly adequate and cost - effective manner . Today , the most prevalent way that such due diligence is conducted is by the issuer designat- ing ...
Contents
INTRODUCTION | 1 |
DEFINITION OF A SECURITY | 17 |
ISSUER EXEMPTIONS FROM REGISTRATION | 39 |
Copyright | |
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2d Cir 9th Cir accredited investors adopted affiliates amended apply blue sky Blue Sky Law broker broker-dealer business judgment rule Commission conduct Congress context controlling person Corp corporation damages dealer defendant directors disclose disclosure discussed due diligence duty enforcement federal securities laws filed forward-looking statements Hence Howey infra injunctive Insider Trading interest investors issue issuer legislation liability material ment merger Moreover nonaffiliates Nonetheless offer or sale pari delicto parties Partnership plaintiff private right prospectus provides proxy public offering purchase pursuant reasonable registration statement Regulation D reliance remedy reports requirements resale right of action safe harbor scienter SEC Rule SEC's Section 10(b Section 11 Securities Act Release Securities Exchange Act Securities Fraud Securities Litigation sell seller shareholders soft information solicitation standard statutory Steinberg Supp supra note Supreme Court tender offer tion transaction Transfer Binder undersigned underwriter violation