Securities Law Commons^™

The Employee As Investor: The Case For Universal Application Of The Federal Securities Laws To Employee Stock Ownership Plans, Sean S. Hogle

William & Mary Law Review

No abstract provided.

Property, Credit, And Regulation Meet Information Technology: Clearance And Settlement In The Securities Markets, Charles W. Mooney Jr.

All Faculty Scholarship

No abstract provided.

Client Fraud And The Securities Lawyer's Duty Of Confidentiality, Richard M. Phillips

Washington and Lee Law Review

No abstract provided.

What Is An "Exchange? "-Proprietary Electronic Securities Trading Systems And The Statutory Definition Of An Exchange, Therese H. Maynard

Washington and Lee Law Review

No abstract provided.

Enterprise Liability And Insider Trading, Alfred F. Conard

Washington and Lee Law Review

No abstract provided.

Reinventing A Security: Arguments For A Public Interest Definition, Eric A. Chiappinelli

Washington and Lee Law Review

No abstract provided.

An Historical Perspective To The Corporate Bar Provisions Of The Securities Enforcement Remedies And Penny Stock Reform Act Of 1990, Justin Toby Mcdonald

Washington and Lee Law Review

No abstract provided.

Introduction, Michael D. Sabbath

Mercer Law Review

These are challenging times for teachers and practitioners of commercial law. Many changes have taken place and continue to take place in the Uniform Commercial Code ("U.C.C."). Evolving business practices, technological advances, and developments in related areas of both national and international law make these changes necessary.

The Practitioner's Guide To Uncertified Securities Under The Revisions To Article 8 In Georgia, Shawn M. Story

Mercer Law Review

The Corporate and Banking Law Section of the Georgia Uniform Commercial Code Committee has recommended to the Georgia General Assembly that the use of uncertificated securities be made available to Georgia companies by adoption of Article 8 of the Uniform Commercial Code ("U.C.C.") as revised in 1977. The 1977 version of U.C.C. Article 8 provides for the issuance of uncertificated securities and governs the transfers, security interests, and rights of creditors involved with such securities. Uncertificated securities are presented as a solution to the amount of paperwork and time expended with the use of certificates. By enabling participants in the …

Loss Compensation In The Japanese Securities Market: Causes, Significance, And Search For A Remedy, Mitsuru Misawa

Vanderbilt Journal of Transnational Law

Recently, the Japanese securities market has been plagued by scandals in which brokerages have compensated large customers for their losses from trading. Following a brief historical review of loss compensation, Dr. Misawa describes the mechanics of a loss compensation scheme. The author then details how rising interest rates caused the losses to clients that brokerages were compensating.

Loss compensation is illegal in Japan. The law prohibiting it, however, is ambiguous as to whether it applies to voluntary compensation. The author suggests the law should be clarified also to prohibit voluntary compensation. Dr. Misawa further recommends that brokerage commissions be liberalized …

The European Community's Ucits Directive, Patrick J. Paul

Vanderbilt Journal of Transnational Law

As the twenty-first century approaches, the world is undergoing massive change. Social, political, and economic barriers are being torn down; new alliances are forming, as are new barriers. Economic stability and supremacy have replaced military supremacy in the hierarchy of a nation's policy objectives. The European Community's move toward a single market exemplifies this policy shift.

This Note focuses on one element of these global changes--internationalization of the securities market. The Note begins with an overview of the international securities market and the reasons for its increased globalization. The Investment Company Act of 1940 (the 1940 Act) that, in part, …

Are Local Governments Liable Under Rule 10b-5? Textualism And Its Limits, Margaret V. Sachs

Scholarly Works

Whether state and local governments can be sued for damages is a question that cuts across subject-area boundaries. This question, which has long confounded courts in the areas of both antitrust and civil rightslaw, now has arisen in a new area: section 10(b) of the Securities Exchange Act of 1934 and rule 10b-5. The thesis of this Article is that a local government is an inappropriate rule 10b-5 defendant, regardless of whether it is the issuer of the securities in question or an alleged participant in a scheme involving corporate securities. The only appropriate rule 10b-5 defendants are private actors.

Case Comments: Securities Law

Washington and Lee Law Review

No abstract provided.

The Article 9 Study Committee Report: Strong Signals And Hard Choices, (With C. Mooney, Jr.). , Steven L. Harris

All Faculty Scholarship

No abstract provided.

"Socially Responsible" Investing: Doing Good Versus Doing Well In An Inefficient Market, Maria O'Brien Hylton

American University Law Review

No abstract provided.

Corporate Law After The Eighties: Reflections On The Relationship Between Management, Shareholders, And Stakeholders, Peter J. Henning

Law Faculty Research Publications

No abstract provided.

Algunas Reflexiones Sobre La Protección Penal De Cheque, Martin Paolantonio

Martin Paolantonio

Nota a fallo con consideraciones sobre el alcance de la tutela penal del cheque y el delito de libramiento de cheque sin provisión de fondos

Anotaciones Sobre El Nuevo Régimen Legal De Factura Conformada (Ley 24.064), Martin Paolantonio, Salvador Bergel

Martin Paolantonio

Análisis de los aspectos principales de la ley 24.064 que incorporó una nueva normativa para la factura conformada

La Eficacia Del Derecho Internacional Frente A La Cuestión Ambiental, Martin Paolantonio

Martin Paolantonio

Se subraya la necesidad de un consenso real en el plano internacional para que el derecho ambiental deje de ser primariamente declarativo

Securities Fraud And The Mirage Of Repose, Lyman P. Q. Johnson

Scholarly Articles

After decades of confusion, in 1991 the Supreme Court articulated a uniform federal limitations period for securities fraud claims grounded on Rule 10b-5. The court further held that the new limitations period was not subject to equitable tolling.

This Article argues that the court wrongly conflated into a singular equitable tolling doctrine two historically and normatively distinct bases for tolling a limitations period. Only claims of securities fraud uncomplicated by a later cover-up of the original fraud are free from tolling principles. The limitations period for fraud which is subsequently concealed by an original wrongdoer remains, because of the still …

When Is A Corporate Executive "Substantially Unfit To Serve"?, Jayne W. Barnard

Faculty Publications

The recently enacted Securities Enforcement Remedies and Penny Stock Reform Act of 1990 provides that, in an SEC enforcement action, a federal court may enjoin or "disbar" the defendant from serving in the future as an officer or director of a public company. A court may enter such an order if it finds that the defendant is "substantially unfit" to serve as a corporate executive; the Act, however, does not define "substantial unfitness." In this Article Professor Jayne Barnard provides a framework for defining this term and identifying the defendants to which the Remedies Act should apply. Professor Barnard begins …

Following Up On Interests: The Private Agreement Exemption In Ontario Securities Law, Mary Condon

Articles & Book Chapters

This paper uses insights from cultural theories of regulation and critical legal studies to argue that regulatory outcomes are not adequately explained by the activities of dominant interest groups. A more dynamic conception of the relationship between interests and ideas, especially legal ones, is required. Discursive shifts among languages of entrepreneurship, ownership, fairness, and market credibility are shown to be consequential for the outcome of the reform debate examined, not least because of the importance of these ideas, variously interpreted, in shaping the positions of interest groups.

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.

Public Values And Corporate Fiduciary Law, William W. Bratton

All Faculty Scholarship

No abstract provided.

Defining Suitability, Seth C. Anderson, Donald Arthur Winslow

Kentucky Law Journal

No abstract provided.

Dealing With Anomalies, Confusion And Contradiction In Fraud On The Market Securities Class Actions, Andrew R. Simmonds, Kenneth A. Sagat, Joshua Ronen

Kentucky Law Journal

No abstract provided.

From "Shoeless" Joe Jackson To Ivan Boesky: A Sporting Response To Law And Economics Criticism Of The Regulation Of Insider Trading, Donald Arthur Winslow, Seth C. Anderson

Kentucky Law Journal

No abstract provided.

Corporate Pro-Choice: New York Assumes An Anti-Takover Position, Paula Walter

Touro Law Review

No abstract provided.

Responsibility Of Investment Bankers To Shareholders, Ted J. Fiflis

Publications

No abstract provided.

Insider Trading In A Globalizing Market: Who Should Regulate What?, Merritt B. Fox

Faculty Scholarship

Trading by an insider on the basis of material non-public corporate information violates the securities laws of the United States and of many, but not all, other countries. As the market for securities becomes increasingly global, the question of whose rules should apply to any particular transaction will arise with increasing frequency. This article addresses that question.

Each country's regime concerning insider trading – which transactions, if any, to ban, and how to do so – has largely evolved through consideration of transactions that are entirely domestic in character and impact. In these transactions, the issuer's state of incorporation and …