Open Access. Powered by Scholars. Published by Universities.®
- Institution
- Keyword
-
- Securities (3)
- Securities regulation (3)
- Virginia Law Review (3)
- Securities Regulation (2)
- Securities and Exchange Commission (SEC) (2)
-
- Securities law (2)
- Article 9 (1)
- Bankruptcy Act of 1898 (1)
- Bankruptcy Reform Act of 1978 (1)
- Bankruptcy law (1)
- Capital markets (1)
- Causes of action (1)
- Commercial Law (1)
- Commission on the Bankruptcy Laws of the United States (1)
- Contracts (1)
- Corporate control (1)
- Corporate insider (1)
- Corporation Law (1)
- Corporations (1)
- Courts (1)
- Delayed and continued perfection (1)
- Due diligence (1)
- Efiicient capital market hypothesis (ECMH) (1)
- Federal income tax (1)
- Federal securities laws (1)
- Fraud (1)
- Fraud on the market theory (1)
- Information cost (1)
- Informed trading (1)
- Investment banker (1)
- Publication
Articles 1 - 18 of 18
Full-Text Articles in Law
Schreiber V. Burlington Northern, Inc., Lewis F. Powell Jr.
Schreiber V. Burlington Northern, Inc., Lewis F. Powell Jr.
Supreme Court Case Files
No abstract provided.
Lowe V. Securites And Exchange Commission, Lewis F. Powell Jr.
Lowe V. Securites And Exchange Commission, Lewis F. Powell Jr.
Supreme Court Case Files
No abstract provided.
Bateman Eichler, Hill Richards, Inc. V. Berner, Lewis F. Powell Jr.
Bateman Eichler, Hill Richards, Inc. V. Berner, Lewis F. Powell Jr.
Supreme Court Case Files
No abstract provided.
Gould V. Ruefenacht, Lewis F. Powell Jr.
Gould V. Ruefenacht, Lewis F. Powell Jr.
Supreme Court Case Files
No abstract provided.
Landreth Timber Co. V. Landreth, Lewis F. Powell Jr.
Landreth Timber Co. V. Landreth, Lewis F. Powell Jr.
Supreme Court Case Files
No abstract provided.
Application Of Respondeat Superior Principles To Securities Fraud Claims Under The Racketeer Influenced And Corrupt Organizations Act (Rico), Barbara Black
Faculty Articles and Other Publications
Part I of this article outlines RICO's statutory scheme, reviews the common law doctrines under which a principal may be liable for the acts of its agent and the policies behind these doctrines, and examines RICO decisions raising the issue of vicarious liability. Part II examines non-RICO federal cases and identifies relevant factors determining the appropriateness of applying respondeat superior and agency principles to federal statutes. Finally, Part III analyzes the specific provisions of RICO in light of the factors identified in Part II. The article concludes that these factors do not support the imposition of liability on defendants other …
When Is A Car A Bicycle? And Other Riddles: The Definition Of A Security Under The Federal Securities Laws, Tom Arnold
When Is A Car A Bicycle? And Other Riddles: The Definition Of A Security Under The Federal Securities Laws, Tom Arnold
Articles, Chapters in Books and Other Contributions to Scholarly Works
No abstract provided.
The Mechanisms Of Market Efficiency, Ronald J. Gilson
The Mechanisms Of Market Efficiency, Ronald J. Gilson
Faculty Scholarship
Of all recent developments in financial economics, the efficient capital market hypothesis ("ECMH") has achieved the widest acceptance by the legal culture. It now commonly informs the academic literature on a variety of topics; it is addressed by major law school casebooks and textbooks on business law; it structures debate over the future of securities regulation both within and without the Securities and Exchange Commission; it has served as the intellectual premise for a major revision of the disclosure system administered by the Commission; and it has even begun to influence judicial decisions and the actual practice of law. In …
Are Targets Of Sec Investigations Entitled To Notice Of Subpoenas Issued To Third Parties?, Carole Silver
Are Targets Of Sec Investigations Entitled To Notice Of Subpoenas Issued To Third Parties?, Carole Silver
Articles by Maurer Faculty
No abstract provided.
Shelf Registration, Integrated Disclosure, And Underwriter Due Diligence: An Economic Analysis, Merritt B. Fox
Shelf Registration, Integrated Disclosure, And Underwriter Due Diligence: An Economic Analysis, Merritt B. Fox
Articles by Maurer Faculty
No abstract provided.
Judge Friendly's Contributions To Securities Law And Criminal Procedure: "Moderation Is All", Frank Goodman
Judge Friendly's Contributions To Securities Law And Criminal Procedure: "Moderation Is All", Frank Goodman
All Faculty Scholarship
No abstract provided.
The Economics And Jurisprudence Of Convertible Bonds, William W. Bratton
The Economics And Jurisprudence Of Convertible Bonds, William W. Bratton
All Faculty Scholarship
Professor Bratton examines judicial regulation of issuer-bondholder conflicts of interest within three different, but closely related doctrinal frameworks: neoclassical contract interpretation; contract avoidance; and corporate law fiduciary restraint. After discussing the elements of convertible bond valuation and their interaction with issuer actions giving rise to conflicts of interest, he evaluates the case for judicial intervention to protect bondholder interests. He concludes that ·bondholder protective intervention is fair and tolerably efficient, provided it is kept within the bounds of contract interpretation. But he finds that more aggressive judicial intervention under the frameworks of contract avoidance and fiduciary restraint carries an unnecessary …
Fraud On The Market: A Criticism Of Dispensing With Reliance Requirements In Certain Open Market Transactions, Barbara Black
Fraud On The Market: A Criticism Of Dispensing With Reliance Requirements In Certain Open Market Transactions, Barbara Black
Faculty Articles and Other Publications
The still-developing fraud on the market theory is the primary method by which securitiesf raudp laintiffs have attempted either to relax or eliminate the troubling reliance and causation requirements. Professor Black examines this emerging theory and suggests that the traditional common-lawfraud concepts that focus on reliance and causation still have validity and continue, even in this context, to offer appropriate
limitations on liability. The Article analyzes cases that have reduced or ignored this reliance element and explains why the legal concepts from which the fraud on the market theory evolved demand stricter adherence to reliance in certain markets but not …
Erosion Of The Privity Requirement In Section 12(2) Of The Securities Act Of 1933: The Expanded Meaning, Patricia O'Hara
Erosion Of The Privity Requirement In Section 12(2) Of The Securities Act Of 1933: The Expanded Meaning, Patricia O'Hara
Journal Articles
Section 12(2) of the Securities Act of 1933 provides a securities purchaser with an express cause of action against his seller if the purchaser can establish that the seller used interstate commerce or the mails to offer or sell a security by means of a written or oral communication which misstated or omitted to state a material fact of which the purchaser was unaware. Upon proof of the foregoing, the purchaser is entitled to rescind his purchase or, in the event he no longer owns the security, to recover equivalent damages unless the seller sustains the burden of proving that …
The Issuer's Paper: Property Or What? Zero Basis And Other Income Tax Mysteries, Elliott Manning
The Issuer's Paper: Property Or What? Zero Basis And Other Income Tax Mysteries, Elliott Manning
Articles
No abstract provided.
Market Failure And The Economic Case For A Mandatory Disclosure System, John C. Coffee Jr.
Market Failure And The Economic Case For A Mandatory Disclosure System, John C. Coffee Jr.
Faculty Scholarship
Recent academic commentary on the securities laws has much in common with the battles fought in historiography over the origins of the First World War. The same progression of phases is evident. First, there is an orthodox school, which tends to see historical events largely as a moral drama of good against evil. Next come the revisionists, debunking all and explaining that the good guys were actually the bad. Eventually, a new wave of more professional, craftsmanlike scholars arrives on the scene to correct the gross overstatements of the revisionists and produce a more balanced, if problematic, assessment.
An Uneasy Relationship Between The Bankruptcy Reform Act And The Uniform Commercial Code: Delayed And Continued Perfection Of Security Interests, George L. Dawson
An Uneasy Relationship Between The Bankruptcy Reform Act And The Uniform Commercial Code: Delayed And Continued Perfection Of Security Interests, George L. Dawson
UF Law Faculty Publications
The widespread adoption of article 9 of the Uniform Commercial Code in the 1950s and 1960s resulted in an ‘uncertain correlation’ between state personal property security law and the Bankruptcy Act of 1898. Although the Bankruptcy Act of 1898 frequently relied upon existing state law to determine the validity of a secured creditor's interest in the personal property of a bankruptcy debtor, its provisions were more compatible with pre-Code personal property security law. As a result, courts often struggled to reconcile the meanings of the two statutes.
The enactment of the Bankruptcy Reform Act of 1978 held out the promise …
Shelf Registration, Integrated Disclosure, And Underwriter Due Diligence: An Economic Analysis, Merritt B. Fox
Shelf Registration, Integrated Disclosure, And Underwriter Due Diligence: An Economic Analysis, Merritt B. Fox
Faculty Scholarship
In a recent article, Professor Barbara Banoff mounted a spirited defense of the Securities and Exchange Commission's decision to adopt permanently Rule 415 under the Securities Act of 1933 (Securities Act). Rule 415 permits the registration of securities that an issuer intends to "put on the shelf'' rather than sell immediately. By having a block of "shelf registered" securities available, an issuer avoids the delay of the registration process once the decision is made to proceed with a sale. Shelf registration also gives an issuer the flexibility to seek bids from a group of competing underwriters and bypasses the traditional …