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Articles 1 - 18 of 18
Full-Text Articles in Securities Law
Recent Cases, Law Review Editor
Recent Cases, Law Review Editor
Vanderbilt Journal of Transnational Law
Remedies--Fair Labor Standards Act--Private Damage Suit Unavailable to Redress Violations of Child Labor Provisions of the Fair Labor Standards Act
Securities Regulation--Commercial Paper--Promissory Notes with Maturity Not Exceeding Nine Months but Offered to Public as Investment Are "Securities" Within Section 3(a)(10) of the 1934 Act.
Securities Regulation--Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5--A Reorganization in the Form of a Tripartite Merger in Which There Is No Change in the Total Assets Represented by a Share of Stock Does Not Involve a "Purchase or Sale" Within the Meaning of Section 10(b) of The Securities Exchange Act …
French & Sec Securities Regulation: The Search For Transparency And Openness In Decisionmaking, Keith D. Nunes, Louis Vogel, Chris X. Linn, Peter C. Kostant
French & Sec Securities Regulation: The Search For Transparency And Openness In Decisionmaking, Keith D. Nunes, Louis Vogel, Chris X. Linn, Peter C. Kostant
Vanderbilt Journal of Transnational Law
In this Article, the authors retrace the history and development of France's securities markets. The authors find that the French markets have become dynamic and diverse in the wake of their modernization. In contrast to the passivity of the United States regulatory regime, the authors demonstrate that the role of French regulators is more aggressive and intrusive. The authors also note that, through directives seeking to coordinate the policies of member states, the European Economic Community serves as the world's leading securities regulator. The authors conclude that French securities laws have been successful in improving disclosure and market efficiency. But …
Books Received, Law Review Staff
Books Received, Law Review Staff
Vanderbilt Journal of Transnational Law
Books Received
GOOD FAITH IN ENGLISH LAW
By J.F. O'Connor
Brookfield, Vermont: Dartmouth Publishing Company, 1990. Pp. 148.
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LAW AND ISLAM IN THE MIDDLE EAST
Edited by Daisy Hilse Dwyer
New York, New York: Bergin & Garvey, 1990. Pp. 168.
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INTERNATIONAL SECURITIES REGULATION
By Norman S. Poser
Boston, Massachusetts: Little, Brown and Company, 1991. Pp. 799.
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COMPARATIVE CONSTITUTIONAL FEDERALISM
Edited by MarkTushnet
Westport, Connecticut: Greenwood Press, 1990. Pp. 157.
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ECONOMIC SANCTIONS AND U.S. TRADE
By Michael P. Melloy
Boston, Massachusetts: Little, Brown and Company, 1990. Pp. 752.
Case Digest, Law Review Staff
Case Digest, Law Review Staff
Vanderbilt Journal of Transnational Law
MEDICAL MALPRACTICE ABROAD BY UNITED STATES PHYSICIAN IN CONNECTION WITH DEPARTMENT OF STATE REGULATIONS GOVERNING TORT CLAIMS PROVIDED FOR AN INVESTIGATIVE PROCEDURE FOLLOWED BY AGENCY DECISION--AGENCY FOR INTERNATIONAL DEVELOPMENT HOLDS NO CONSTITUTIONAL OBLIGATIONS TO EVALUATE MEDICAL MALPRACTICE CLAIM ON THE MERITS AND IN ACCORD WITH MINIMAL DUE PROCESS. Tarpeh-Doe v. United States, 904 F.2d719 (D.C. Cir. 1990).
THE FOREIGN CORRUPT PRACTICES ACT DOES NOT CREATE AN IMPLIED PRIVATE RIGHT OF ACTION THAT KENTUCKY TOBACCO GROWERS COULD USE TO RECOVER DAMAGES FROM COMPANIES THAT ALLEGEDLY ENGAGED IN CORRUPT PRACTICES TO THE DETRIMENT OF GROWERS. THE ACT OF STATE DOCTRINE, HOWEVER, DOES …
A Study Of Mexico's Capital Markets And Securities Regulation, Samuel Wolff
A Study Of Mexico's Capital Markets And Securities Regulation, Samuel Wolff
Vanderbilt Journal of Transnational Law
This Article will analyze Mexico's capital markets and regulations, primarily from an empirical point of view. The discussion will begin with an overview of the Mexican financial and legal systems to provide a context for the analysis of the market and the law. The essay will then discuss the Mexican securities market, including history, participants and characteristics. Finally, Mexico's Ley del Mercado de Valores ("Securities Market Law") will be analyzed." The objective of the study is to increase understanding of the Mexican market by Mexicans and foreigners alike. The study should be useful to policymakers in Mexico and other developing …
Rulemaking Under Section 14(E) Of The Exchange Act: The Sec Exceeds Its Reach In Attempting To Pull The Plug On Multiple Pro Ration Pools, David J. White
Rulemaking Under Section 14(E) Of The Exchange Act: The Sec Exceeds Its Reach In Attempting To Pull The Plug On Multiple Pro Ration Pools, David J. White
Vanderbilt Law Review
This Recent Development first considers the problems that gave rise to the adoption of revised rule 14d-8, the rationale that three members of the Commission articulated in support of the rule,' and the rationale of the two members who opposed it. The Recent Development then examines two judicial decisions, one that considers the validity of the current tender offer practices under the Williams Act and rule 14d-8'8 and another that analyzes the rule making authority of the SEC under sections 14(e) and 23(a) of the Exchange Act. Relying primarily upon congressional hearings and debates,' the Recent Development next discusses the …
The Economics Of Corporation Law And Securities Regulation, Larry E. Ribstein, C. Paul Rogers
The Economics Of Corporation Law And Securities Regulation, Larry E. Ribstein, C. Paul Rogers
Vanderbilt Law Review
To evaluate this book as a teaching tool one must consider several questions. First, of what value is an economic analysis of law? Second, should one consider economics in a corporations or securities law course? Third, does this book offer a worthwhile approach to bringing economics into the corporate law curriculum? Last, how well has this approach been executed in the book? It may be a bit late to ponder the value of an economic analysis of the law. Economic legal theorists are both extending and deepening the thinking about economics' role in facilitating an understanding of law. This new …
Implied Private Remedies Under Federal Statutes: Neither A Death Knell Nor A Moratorium--Civil Rights, Securities Regulation, And Beyond, Thomas L. Hazen
Implied Private Remedies Under Federal Statutes: Neither A Death Knell Nor A Moratorium--Civil Rights, Securities Regulation, And Beyond, Thomas L. Hazen
Vanderbilt Law Review
The part of this Article that follows contains an examination of the implication process as it has developed in the federal courts.As will be seen, the Supreme Court has gone through a cyclical pattern of expansion and contraction in implying remedies with respect to a wide range of substantive areas. Accordingly, it is not possible to glean a single unified theory from the sixty-five years of Supreme Court activity. There are, however, a number of recurring themes, and it is possible to view all of the diverse approaches as part of a loosely defined pattern that was formulated into a …
Recent Decisions, Thomas L. Raleigh, Iii, Jay W. Mccann
Recent Decisions, Thomas L. Raleigh, Iii, Jay W. Mccann
Vanderbilt Journal of Transnational Law
Jurisdiction--Application of Doctrine of Forum Non Conveniens Justified when Defendant Consents to Jurisdiction of a Non-United States Forum
Thomas L. Raleigh, III
Securities Regulation--Extraterritorial Application of Antifraud Provisions--Allegation of Deception of Foreign Fundholders by Foreign Directors Insufficient to Invoke Jurisdiction of the Securities Laws
Jay W. McCann
Recent Cases, Sara P. Walsh, Don B. Cannada, Frances L. Adams, William T. Luedke, Iv
Recent Cases, Sara P. Walsh, Don B. Cannada, Frances L. Adams, William T. Luedke, Iv
Vanderbilt Law Review
Civil Procedure - Appellate Jurisdiction - Orders Denying Disqualification of Counsel on Ethical Grounds Are Not Final Decisions Subject to Immediate Review Under 28 U.S.C. § 1291
Sara Porter Walsh
Petitioner,' an applicant for a Federal Communications Commission (FCC) broadcasting license, sought interlocutory review of a Commission order' denying a motion to disqualify the law firm that had represented competitor RKO for thirty years. Petitioner alleged that participation by the firm, which included an attorney who was chairman of the FCC while RKO's application was under consideration, constituted a violation of Canons Five and Nine' of the ABA Code of …
Recent Cases, Journal Staff
Recent Cases, Journal Staff
Vanderbilt Law Review
Antitrust Law--Robinson-Patman Act--To Satisfy the "In Commerce" Requirement of Section 2(a) at Least One of the Allegedly Discriminatory Sales in a Secondary-Line Case Must Cross a State Line
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Constitutional Law--Equal Protection--Exclusion of Pregnancy-Related Disabilities from State Salary Compensation Insurance Program Denies Equal Protection to Pregnant Employees
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Criminal Procedure--Grand Juries--Exclusionary Rule in Search and Seizure Cases Does Not Apply to Grand Jury Proceedings
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Securities Regulation-Rule 10b-5--Plaintiffs Who Are Neither Purchasers nor Sellers of Securities May Recover Under Rule 10b-5 if Injured in Their Capacity as Investors as a Direct Consequence of Fraud in Connection with a Securities Transaction …
Securities Regulation In The United Kingdom: A Comparison With United States Practice, Robert L. Knauss
Securities Regulation In The United Kingdom: A Comparison With United States Practice, Robert L. Knauss
Vanderbilt Journal of Transnational Law
The most important securities market outside the United States is that of the United Kingdom. In both countries, the securities markets play a similar role and provide a viable method for the formation of capital. There are, however, a number of fundamental as well as practical differences in the methods by which the two countries have chosen to regulate their securities markets. This article will examine the current method and extent of securities regulation in the United Kingdom. In order to highlight certain aspects of the regulatory pattern and to make the system more comprehensible to American attorneys, this inquiry …
Securities Regulation In Switzerland, Roger Dagon
Securities Regulation In Switzerland, Roger Dagon
Vanderbilt Journal of Transnational Law
The Swiss system of securities regulation, to the extent that it exists at all, is primarily a system of self-regulation. The basic company law, the Code des obligations of 1911, as amended, which enumerates the minimum disclosure requirements for public offerings of foreign or domestic debt securities and for public offerings of new shares of domestic corporations, represents the only formal regulation of corporate issues. The Code exempts secondary offerings of outstanding shares as well as initial issues of foreign shares. Secondary offerings of outstanding shares and issues of new foreign shares, however, must comply with the prospectus requirements established …
Recent Cases, Law Review Staff
Recent Cases, Law Review Staff
Vanderbilt Law Review
RECENT CASES
Antitrust--Sham Exception--Allegations of Purposeful and Concerted Use of Adjudicatory Processes to Harass and Deter Parties From Having Free Access to These Processes Constitute a Cause of Action Under Antitrust Laws
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Criminal Procedure--Confessions--Determination of Confession's Voluntariness by Preponderance of the Evidence Is Not Violative of Fifth Amendment Prohibition Against Self-Incrimination
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Landlord and Tenant--Forcible Entry and Detainer Statute--Provisions for Immediate Trial and Limitation of Triable Issues Not Violative of Due Process or Equal-Protection Clauses
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Securities Regulation-Section 16(b) of Securities Exchange Act of 1934--Insider May Sell Enough Stock To Bring His Holdings Below Ten Percent and Within Six …
Reform Of The Blue Sky Laws, James S. Mofsky
Reform Of The Blue Sky Laws, James S. Mofsky
Vanderbilt Law Review
Some constructive recommendations can be made to generate meaningful reform of the blue sky laws within the states themselves. In this regard, it is important to separate those persons who would be in favor of revision as discussed in this article from those who would be opposed. As previously mentioned, corporate officials and businessmen associated with small firms directly affected by the blue sky laws would probably advocate reform, as would the investment bankers who underwrite such firms. These persons and firms must have substantial political muscle if they are to achieve significant results in the state capitols. Such strength …
Recent Cases, Law Review Staff
Recent Cases, Law Review Staff
Vanderbilt Law Review
Criminal Law--Habeas Corpus-State Prison Regulation Prohibiting Prisoner from Preparing Petition for Fellow Inmates Held Invalid in Absence of Alternative Means of Assistance
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Securities Regulation--Corporation as a Director for the Purposes of Section 16(b) of the 1934 Securities Exchange Act
The Problems: An Overview, Mark S. Massel
The Problems: An Overview, Mark S. Massel
Vanderbilt Journal of Transnational Law
Securities regulation -- domestic and foreign -- has a technical fascination for the lawyer, whether he be a practicing attorney, corporate counsel, government regulator, or legal scholar. The intricate detail of the primary regulations and of their subsidiary byways provide opportunities for stimulating mental gymnastics. The piecing together of the various phases provides interesting occasions for experimentation, speculation, and analyzation.
Yet, a preoccupation with securities regulation which overlooks the setting can produce mere academic exercise. The need for an appreciation of the setting is all-important in examining foreign securities regulation. In considering United States securities regulation we do not need …
New Books And Recent Scholarship, F. Hodge O'Neal, Jordan Derwin, C. Edwin Chapman, Jr.
New Books And Recent Scholarship, F. Hodge O'Neal, Jordan Derwin, C. Edwin Chapman, Jr.
Vanderbilt Law Review
The years since World War II have brought extensive developments in the field of corporation law and practice. Many states have enacted a completely new corporation statute' or a new blue sky law. At the same time, "federal corporation law" and federal securities regulation have grown substantially. Legislatures and courts in many states have given some recognition to the distinctive problems of the close corporation. A number of highly publicized proxy fights have spurred developments in the law applicable to the proxy system. Some courts have enunciated interesting legal principles applicable to the sale of corporate control. And just last …