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Full-Text Articles in Law

The Missing Link Between Insider Trading And Securities Fraud, Richard A. Booth May 2007

The Missing Link Between Insider Trading And Securities Fraud, Richard A. Booth

Working Paper Series

In a recent article, I argued that diversified investors - the vast majority of investors - would prefer that securities fraud class actions under the 1934 Act and Rule 10b-5 be dismissed in the absence of insider trading or similar offenses during the fraud period. See Richard A. Booth, The End of the Securities Fraud Class Action as We Know It, 4 Berk. Bus. L. J. 1 (2007), http://ssrn.com/abstract=683197. In this article, I draw on the classic case, SEC v. Texas Gulf Sulfur Company, to show that the federal courts originally viewed securities fraud as inextricably connected to insider trading …


Give Me Equity Or Give Me Death - The Role Of Competition And Compensation In Building Silicon Valley, Richard A. Booth Dec 2006

Give Me Equity Or Give Me Death - The Role Of Competition And Compensation In Building Silicon Valley, Richard A. Booth

Working Paper Series

In this essay, I argue that the preeminence of Silicon Valley as an incubator of technology companies is attributable to equity compensation. Ronald Gilson, relying on the work of AnnaLee Saxenian and others who have noted the tendency of Silicon Valley employees to job hop, has suggested that California law prohibiting the enforcement of non-compete agreements was a major factor in the rise of Silicon Valley (and the demise of Route 128). I extend this line of thought by suggesting that California employers may have relied on equity compensation as a substitute way to bind employees. I argue further that …


Using Spread And Net Trading Range To Measure Risk In Suitability Cases, Richard A. Booth Mar 2006

Using Spread And Net Trading Range To Measure Risk In Suitability Cases, Richard A. Booth

Working Paper Series

Suitability is one of the most common issues that arises in securities arbitrations. Yet it is also one of the most difficult issues to resolve. Up to now there has been no easy and reliable way to compare the risk of one stock or portfolio with another stock or portfolio measured as of the time the investment decision in question was made. As I argued in an earlier article, spread is potentially a promising way to measure risk in real time as perceived collectively by competing market makers. But with the advent of decimal quotes and other recent changes in …


Loopholes In Corporate Environmental Reporting And What Is Being Done To Close Them: A Recent Gao Study Examines The Status Of Environmental Reporting To The Sec And Suggests Improvements, Alessandra Love Simons Jan 2006

Loopholes In Corporate Environmental Reporting And What Is Being Done To Close Them: A Recent Gao Study Examines The Status Of Environmental Reporting To The Sec And Suggests Improvements, Alessandra Love Simons

Villanova Environmental Law Journal

No abstract provided.


How Can It Be Wrong When It Feels So Right - Appellate Review Of Remand Orders Under The Securities Litigation Uniform Standards Act, Thomas F. Lamprecht Jan 2005

How Can It Be Wrong When It Feels So Right - Appellate Review Of Remand Orders Under The Securities Litigation Uniform Standards Act, Thomas F. Lamprecht

Villanova Law Review

No abstract provided.


Preemption Under The Securities Litigation Uniform Standards Act: If It Looks Like A Securities Fraud Claim And Acts Like A Securities Fraud Claim, Is It A Securities Fraud Claim?, Jennifer O'Hare Oct 2004

Preemption Under The Securities Litigation Uniform Standards Act: If It Looks Like A Securities Fraud Claim And Acts Like A Securities Fraud Claim, Is It A Securities Fraud Claim?, Jennifer O'Hare

Working Paper Series

This Article addresses the removal and preemption provisions of the Securities Litigation Uniform Standards Act of 1998 (“SLUSA”). In SLUSA, Congress preempted class actions alleging “an untrue statement or omission of a material fact in connection with the purchase or sale of a covered security.” SLUSA clearly applies to preempt the typical state securities fraud action, forcing plaintiffs into federal court where they will be subject to the rigorous procedural requirements of the Private Securities Litigation Reform Act of 1995. Preemption of false corporate publicity cases was expected and, in fact, intended by SLUSA. However, many courts have also extended …


Sarbanes-Oxley 307: Trusted Counselors Or Informers, M. Peter Moser, Stanley Keller Jan 2004

Sarbanes-Oxley 307: Trusted Counselors Or Informers, M. Peter Moser, Stanley Keller

Villanova Law Review

No abstract provided.


Legal And Ethical Duties Of Lawyers After Sarbanes-Oxley, Roger C. Cramton, George M. Cohen, Susan P. Koniak Jan 2004

Legal And Ethical Duties Of Lawyers After Sarbanes-Oxley, Roger C. Cramton, George M. Cohen, Susan P. Koniak

Villanova Law Review

No abstract provided.


Lawyers In The Moral Maze, Mark A. Sargent Jan 2004

Lawyers In The Moral Maze, Mark A. Sargent

Villanova Law Review

No abstract provided.


Sec Enforcement Of Attorney Up-The-Ladder Reporting Rules: An Analysis Of Institutional Constraints, Norms And Biases, Michael A. Perino Jan 2004

Sec Enforcement Of Attorney Up-The-Ladder Reporting Rules: An Analysis Of Institutional Constraints, Norms And Biases, Michael A. Perino

Villanova Law Review

No abstract provided.


Making It Easier To Milk The Cow: The Southern District Of New York Collapses The Culpable Participation Doctrine And Sidesteps The Private Securities Litigation Reform Act, Matthew W. Goulding Jan 2004

Making It Easier To Milk The Cow: The Southern District Of New York Collapses The Culpable Participation Doctrine And Sidesteps The Private Securities Litigation Reform Act, Matthew W. Goulding

Villanova Law Review

No abstract provided.


Accounting Firm Or Guarantor - The Third Circuit's Answer To Rule 10b-5'S Scienter Requirement In Accountant Liability Cases, Julie A. Boncarosky Jan 2003

Accounting Firm Or Guarantor - The Third Circuit's Answer To Rule 10b-5'S Scienter Requirement In Accountant Liability Cases, Julie A. Boncarosky

Villanova Law Review

No abstract provided.


Enron, Sarbanes-Oxley And Accounting: Rules Versus Principles Versus Rents, William W. Bratton Jan 2003

Enron, Sarbanes-Oxley And Accounting: Rules Versus Principles Versus Rents, William W. Bratton

Villanova Law Review

No abstract provided.


Misleading Employer Communications And The Securities Fraud Implications Of The Employee As Investor, Jennifer O'Hare Jan 2003

Misleading Employer Communications And The Securities Fraud Implications Of The Employee As Investor, Jennifer O'Hare

Villanova Law Review

No abstract provided.


Semerenko V. Cendant Corp.: The Third Circuit Clarifies The Securities Exchange Commission's Rule 10b-5 In The Context Of Public Misrepresentations, Anna Mae Maloney Jan 2002

Semerenko V. Cendant Corp.: The Third Circuit Clarifies The Securities Exchange Commission's Rule 10b-5 In The Context Of Public Misrepresentations, Anna Mae Maloney

Villanova Law Review

No abstract provided.


And The Winner Is - Interpreting The Lead Plaintiff And The Lead Counsel Provisions Of The Private Securities Litigation Reform Act Of 1995, Ashe P. Puri Jan 2002

And The Winner Is - Interpreting The Lead Plaintiff And The Lead Counsel Provisions Of The Private Securities Litigation Reform Act Of 1995, Ashe P. Puri

Villanova Law Review

No abstract provided.


Stock Market Insider Trading: Victims, Violators And Remedies - Including An Analogy To Fraud In The Sale Of A Used Car With A Generic Defect, William K.S. Wang Jan 2000

Stock Market Insider Trading: Victims, Violators And Remedies - Including An Analogy To Fraud In The Sale Of A Used Car With A Generic Defect, William K.S. Wang

Villanova Law Review

No abstract provided.


Risky Business: Htas, The Cash Forward Exclusion And Top Of Iowa Cooperative V. Schewe, Charles F. Reid Jan 1999

Risky Business: Htas, The Cash Forward Exclusion And Top Of Iowa Cooperative V. Schewe, Charles F. Reid

Villanova Law Review

No abstract provided.


Unregulated Investment In Certain Death: Sec V. Life Partners, Inc., Michael R. Davis Jan 1997

Unregulated Investment In Certain Death: Sec V. Life Partners, Inc., Michael R. Davis

Villanova Law Review

No abstract provided.


The United States Supreme Court Recognizes An Implied Right Of Contribution For Defendants In Rule 10b-5 Actions In Musick, Peeler & (And) Garrett V. Employers Insurance Of Wausau: A Judicial Oak Grows From The Sand, Nicholas Day Jan 1994

The United States Supreme Court Recognizes An Implied Right Of Contribution For Defendants In Rule 10b-5 Actions In Musick, Peeler & (And) Garrett V. Employers Insurance Of Wausau: A Judicial Oak Grows From The Sand, Nicholas Day

Villanova Law Review

No abstract provided.


The Constitutionality Of Section 27a Of The Securities Exchange Act: Is Congress Rubbing Lampf The Wrong Way, Craig W. Palm Jan 1992

The Constitutionality Of Section 27a Of The Securities Exchange Act: Is Congress Rubbing Lampf The Wrong Way, Craig W. Palm

Villanova Law Review

No abstract provided.


Ending The Turf Wars: Support For A Cftc/Sec Consolidation, John D. Benson Jan 1991

Ending The Turf Wars: Support For A Cftc/Sec Consolidation, John D. Benson

Villanova Law Review

No abstract provided.


Securities Law Internationalization Of Securities Regulation - Multijurisdictional Disclosure System For Canada And The U.S., Anna T. Drummond Jan 1991

Securities Law Internationalization Of Securities Regulation - Multijurisdictional Disclosure System For Canada And The U.S., Anna T. Drummond

Villanova Law Review

No abstract provided.


New Protections In Arbitrating Public Securities Disputes In The Wake Of Mcmahon: Foregone Conclusion Or Will-O'-The-Wisp, C.M.A. Mccauliff, Robert C. Tyms Jan 1989

New Protections In Arbitrating Public Securities Disputes In The Wake Of Mcmahon: Foregone Conclusion Or Will-O'-The-Wisp, C.M.A. Mccauliff, Robert C. Tyms

Villanova Law Review

No abstract provided.


Securities Regulation - Financial Advisor As A Bidder In Actions Arising Under The Williams Act, Edward J. Yocum Jr. Jan 1989

Securities Regulation - Financial Advisor As A Bidder In Actions Arising Under The Williams Act, Edward J. Yocum Jr.

Villanova Law Review

No abstract provided.


Securities Law - Statutes Of Limitations - Limitations Period For Express Causes Of Action Under Securities Exchange Act Of 1934 Applied To Implied Cause Of Action Under Section 10(B) And Rule 10b-5, Carla J. Metzman Jan 1989

Securities Law - Statutes Of Limitations - Limitations Period For Express Causes Of Action Under Securities Exchange Act Of 1934 Applied To Implied Cause Of Action Under Section 10(B) And Rule 10b-5, Carla J. Metzman

Villanova Law Review

No abstract provided.


The S.E.C. And The Sale Of Control: Ambivalence, Vacillation Or Pusillanimity, David Cowan Bayne Jan 1988

The S.E.C. And The Sale Of Control: Ambivalence, Vacillation Or Pusillanimity, David Cowan Bayne

Villanova Law Review

No abstract provided.


Managing Securities Disputes After Mcmahon: A Call For Consolidation And Arbitration, Laura Ginger Jan 1988

Managing Securities Disputes After Mcmahon: A Call For Consolidation And Arbitration, Laura Ginger

Villanova Law Review

No abstract provided.


Securities Fraud - Third Circuit Adopts Fraud-On-The-Market Theory Of Causation In 10b-5 Actions, Jeffrey E. Fleming Jan 1987

Securities Fraud - Third Circuit Adopts Fraud-On-The-Market Theory Of Causation In 10b-5 Actions, Jeffrey E. Fleming

Villanova Law Review

No abstract provided.


Federal Securities - Searching For A Definition Of Manipulation Under Section 14(E) Of The Williams Act, Pamela I. Lehrer Jan 1985

Federal Securities - Searching For A Definition Of Manipulation Under Section 14(E) Of The Williams Act, Pamela I. Lehrer

Villanova Law Review

No abstract provided.