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Articles 1 - 9 of 9
Full-Text Articles in Securities Law
Pleading Under Section 11 Of The Securities Act Of 1933, Krista L. Turnquist
Pleading Under Section 11 Of The Securities Act Of 1933, Krista L. Turnquist
Michigan Law Review
The Securities Act of 1933 ("Securities Act") requires full and fair disclosure of the nature of securities sold in interstate and foreign commerce. Section 11 of the Securities Act prohibits false or misleading registration statements. It also provides buyers a private remedy for false or misleading statements against any signer of the registration statement, any partner or director of the issuer, any professional involved in preparing or certifying the statement, and any underwriter. The rule appears simple: if there is a material misstatement or omission in the registration statement, the buyer may sue the seller. Courts disagree, however, over how …
A Public Choice Approach To Private Ordering: Rent-Seeking At The World's First Futures Exchange: Comments On Mark West's 'Private Ordering At The World's First Futures Exchange', Omri Yadlin
Michigan Law Review
The literature on private ordering systems has expanded exponentially over the last decade. Yet, very few scholars have actually attempted to define the term "private ordering" - a failure that sometimes leads to confusion. Some scholars identify private ordering with non-state ordering. According to this view, the private legal systems Robert Ellickson, Lisa Bernstein, McMillan & Woodruff, Mark West, and others have investigated are "private" simply because their norms are not manufactured or enforced by the state. The alternative view emphasizes the decentralized feature of private ordering systems. Robert Ellickson, for example, studied "how people manage to interact to mutual …
Empirical Insight And Some Thoughts On Future(S) Investigation: Comments On Mark West's 'Private Ordering At The World's First Futures Exchange', A.W. Brian Simpson
Empirical Insight And Some Thoughts On Future(S) Investigation: Comments On Mark West's 'Private Ordering At The World's First Futures Exchange', A.W. Brian Simpson
Michigan Law Review
Some considerable number of years ago, when I was in Chicago, I had a plan to undertake a general study of the origins of futures markets. They fascinated me for a variety of reasons, one being their bizarre nature: traders meeting together, usually in some form of ring, in order to sell, on a huge scale, quantities of commodities which they neither possess, nor intend to possess, to other traders, who have not the least wish to receive such commodities, and nowhere to put them if they did. At first sight it appears a weird perversion of the institution of …
Private Ordering At The World's First Futures Exchange, Mark D. West
Private Ordering At The World's First Futures Exchange, Mark D. West
Michigan Law Review
Modern derivative securities - financial instruments whose value is linked to or "derived" from some other asset - are often sophisticated, complex, and subject to a variety of rules and regulations. The same is true of the derivative instruments traded at the world's first organized futures exchange, the Dojima Rice Exchange in Osaka, Japan, where trade flourished for nearly 300 years, from the late seventeenth century until shortly before World War II. This Article analyzes Dojima's organization, efficiency, and amalgam of legal and extralegal rules. In doing so, it contributes to a growing body of literature on commercial self-regulation while …
Cook And The Corporate Shareholder: A Belated Review Of William W. Cook's Publications On Corporations, Alfred F. Conard
Cook And The Corporate Shareholder: A Belated Review Of William W. Cook's Publications On Corporations, Alfred F. Conard
Michigan Law Review
A Review of A Treatise on the Law of Stock and Stockholders, as Applicable to Railroad, Banking, Insurance, Manufacturing, Commercial, Business, Turnpike, Bridge, Canal, and Other Private Corporations by William W. Cook
Baruch: Wall Street: Security Risk, Lewis D. Lowenfels
Baruch: Wall Street: Security Risk, Lewis D. Lowenfels
Michigan Law Review
A Review of Wall Street: Security Risk by Hurd Baruch
A Reappraisal Of The Role Of Disclosure, Robert L. Knauss
A Reappraisal Of The Role Of Disclosure, Robert L. Knauss
Michigan Law Review
The objective of this paper is to assess the current role of disclosure in its various aspects in security regulation. Following a brief description of the current uses of disclosure in securities regulation, there are separate sections describing and evaluating (1) the obligation of disclosure imposed on issuers at the initial sale of securities, (2) the obligation of disclosure resting on issuers if they have securities which are traded, and (3) obligations of disclosure imposed on parties in the securities business other than issuers. This last section includes obligations of insiders, broker-dealers, and investment advisers, as well as duties of …
Trustor As Sole Trustee And Only Ascertainable Beneficiary, William F. Fratche
Trustor As Sole Trustee And Only Ascertainable Beneficiary, William F. Fratche
Michigan Law Review
The Circuit Court of Appeals for the Eighth Circuit, one judge dissenting, affirmed a decision of the Board of Tax Appeals holding that a profit arising from sale of the stock was taxable to the settlor individually because the declaration did not create a trust. The majority opinion argued that, although a trust may be created solely for the benefit of unborn or unascertained beneficiaries by a transfer to a third party as trustee, it cannot be done by a declaration of trust. The opinion suggested that a transfer in trust for unborn or unascertained beneficiaries creates only a resulting …
Mccormick: Understanding The Securities Act And The S.E.C., Michigan Law Review
Mccormick: Understanding The Securities Act And The S.E.C., Michigan Law Review
Michigan Law Review
A Review of UNDERSTANDING THE SECURITIES ACT AND THE S.E.C. By Edward T. McCormick.