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Full-Text Articles in Securities Law
Investment Advice And The Fraud Rules, Robert N. Leavell
Investment Advice And The Fraud Rules, Robert N. Leavell
Michigan Law Review
Every day thousands of Americans are assaulted by mail, telephone, and personal contact with advice on how to invest their money for capital gains, often with dazzling reminders of the opportunity for great profits. If the advice is good, they may indeed one day have their treasure ship which will send their children to college or provide a round-the-world trip after retirement. If the advice is bad, they will of course learn by experience. But many of them will have to apply their lesson to a second inheritance or twenty years' savings. The quality of investment advice is therefore a …
The Regulation Of Investment Advice: Subscription Advisers And Fiduciary Duties, Charles G. Nickson
The Regulation Of Investment Advice: Subscription Advisers And Fiduciary Duties, Charles G. Nickson
Michigan Law Review
In the landmark decision of SEC v. Capital Gains Research Bureau, Inc., the United States Supreme Court upheld the Commission's interpretation of an adviser's quasi-fiduciary status under the Investment Advisers Act of 1940 by holding fraudulent the failure of a subscription adviser to disclose to his clients his practice of acquiring securities before recommending their purchase, with the intent to resell immediately after the recommendation. It is the purpose of this comment to examine the major problems attending the dissemination of investment advice by subscription advisers, to evaluate those problems in the light of the higher standards of disclosure …
The Special Study Of Securities Markets Of The Securities And Exchange Commission, William L. Cary
The Special Study Of Securities Markets Of The Securities And Exchange Commission, William L. Cary
Michigan Law Review
Moved perhaps by a certain institutional egoism, the Securities and Exchange Commission welcomes this thorough symposium upon the Report of Special Study of Securities Markets. Although the product of a separate study group, this report has nevertheless been the focal point of debate throughout the Commission during the past eighteen months. Representing both an intensive and extensive inquiry into the securities markets, it is unquestionably the most ambitious and comprehensive study since the passage of the securities acts thirty years ago. It is not a sensational document-quite consciously. In our opinion, raising standards in the securities industry could best …
Securities Legislation - Fraud Of Corporation Officers As Violation Of Securities And Exchange Act Of 1934, Douglas Peck S.Ed.
Securities Legislation - Fraud Of Corporation Officers As Violation Of Securities And Exchange Act Of 1934, Douglas Peck S.Ed.
Michigan Law Review
The plaintiffs brought a stockholders' derivative suit in a federal district court, claiming that defendant directors had violated section 10 (b) of the Securities and Exchange Act of 1934 and rule X-10B-5 of the Securities and Exchange Commission. It was alleged that defendants who controlled as majority of the capital stock of the Algoma Coal and Coke Co., had purchased for the Algoma Company stock in two other corporations which they had formed and had manipulated the affairs of the Algoma Company so that business profits were diverted to those other corporations, thereby securing profits to themselves at the expense …
Corporations--Section 16 (B) Of Securities Exchange Act-Short Swing Profits-Statute Of Limitations, Emerson T. Chandler
Corporations--Section 16 (B) Of Securities Exchange Act-Short Swing Profits-Statute Of Limitations, Emerson T. Chandler
Michigan Law Review
Plaintiffs brought a shareholders' class action under section 16 (b) of the Securities and Exchange Act of 1934 alleging that defendant, an officer, director, and substantial stockholder of the corporation, had realized profits from trading in the corporation's securities within a six-month period and had fraudulently concealed such profits by failing to file the statement required by section 16 (a) of the act until after suit was instituted against him over four years later by the S.E.C., thereby delaying plaintiff's discovery of the facts. Defendant moved for dismissal on the ground that suit was not brought within the two-year period …
Bankruptcy-Corporate Reorganization-Publicly Held Securities As A Test Of Availability Of Relief Under Chapters X And Xi Of The Chandler Act, Edward S. Biggar
Bankruptcy-Corporate Reorganization-Publicly Held Securities As A Test Of Availability Of Relief Under Chapters X And Xi Of The Chandler Act, Edward S. Biggar
Michigan Law Review
Chapter X of the amended Bankruptcy Act of 1938 was mainly the product of the investigation by the Securities and Exchange Commission of reorganization practices under the old equity procedure and under section 77B. The chief aim of the sponsors of this new chapter was to preclude the control of reorganization proceedings by "inside" groups, and thereby more adequately protect the interests of investors. Contemporaneously with the overhauling of section 77B, however, other sections of the old Bankruptcy Act were being revised. Among the changes effected, old sections 12 and 74, dealing with extensions and compositions, were remodelled and combined …
Constitutional Law-Securities Act Of 1933-Right Of Registrant To Withdraw Registration Statement Filed With Commission
Michigan Law Review
Petitioner filed a registration statement with the Securities Exchange Commission covering a proposed issue of securities. After examining the statement, the commission concluded that it contained false and misleading information concerning certain material facts, and thereupon instituted a proceeding to compel petitioner to appear and answer certain questions pertinent to the papers filed. At the hearing, petitioner sought to withdraw the registration statement but was denied permission to do so. Upon application of the Securities Exchange Commission to the district court, an order was granted compelling petitioner to appear and answer the questions. On appeal to the Supreme Court of …