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Articles 1 - 30 of 35
Full-Text Articles in Securities Law
Corruption And The Foreign Corrupt Practices Act Of 1977, Fredric Bryan Lesser
Corruption And The Foreign Corrupt Practices Act Of 1977, Fredric Bryan Lesser
University of Michigan Journal of Law Reform
This article first discusses the business activities and competing interests which prompted congressional action. Part II analyzes the FCPA and attempts to solve the ambiguities inherent in the criminalization provisions, thereby clarifying which activities are proscribed by the FCPA and what is meant by the Act's corruption requirement. Finally, Part III examines the possibilities for multinational agreements prohibiting bribery.
Chiarella V. United States, Lewis F. Powell Jr.
Chiarella V. United States, Lewis F. Powell Jr.
Supreme Court Case Files
No abstract provided.
Aaron V. Securities And Exchange Commission (Sec), Lewis F. Powell Jr.
Aaron V. Securities And Exchange Commission (Sec), Lewis F. Powell Jr.
Supreme Court Case Files
No abstract provided.
Transamerica Mortgage Advisors, Inc. V. Lewis, Lewis F. Powell Jr.
Transamerica Mortgage Advisors, Inc. V. Lewis, Lewis F. Powell Jr.
Supreme Court Case Files
No abstract provided.
State Interests And Interstate Commerce: A Look At The Theoretical Underpinnings Of Takeover Legislation, Theodore R. Boehm
State Interests And Interstate Commerce: A Look At The Theoretical Underpinnings Of Takeover Legislation, Theodore R. Boehm
Washington and Lee Law Review
No abstract provided.
Vi. Common Law Derivative Recovery Of Insider Profits
Vi. Common Law Derivative Recovery Of Insider Profits
Washington and Lee Law Review
No abstract provided.
In Response To A Restatement Of Corporate Freezeouts, Michael D. Goldman, Donald J. Wolfe, Jr.
In Response To A Restatement Of Corporate Freezeouts, Michael D. Goldman, Donald J. Wolfe, Jr.
Washington and Lee Law Review
No abstract provided.
Antitakeover Charter Provisions: Defending Self-Help For Takeover Targets, Lewis S. Black, Jr., Craig B. Smith
Antitakeover Charter Provisions: Defending Self-Help For Takeover Targets, Lewis S. Black, Jr., Craig B. Smith
Washington and Lee Law Review
No abstract provided.
Directors' Duties And Liabilities Under The Securities Acts And Corporation Law, Elliot Goldstein, Michael Shepherd
Directors' Duties And Liabilities Under The Securities Acts And Corporation Law, Elliot Goldstein, Michael Shepherd
Washington and Lee Law Review
No abstract provided.
Ii. Conflicting Standards Of Liability In Short Form Registration: The Underwriter's Dilemma
Ii. Conflicting Standards Of Liability In Short Form Registration: The Underwriter's Dilemma
Washington and Lee Law Review
No abstract provided.
Iii. Parameters Of Class Actions In Shareholder Litigation
Iii. Parameters Of Class Actions In Shareholder Litigation
Washington and Lee Law Review
No abstract provided.
V. Implied Private Rights Of Action
V. Implied Private Rights Of Action
Washington and Lee Law Review
No abstract provided.
Issuing Securities Under The New Bankruptcy Code: More Magic For The Cryptic Kingdom Selected Articles On The Bankruptcy Reform Act Of 1978., Robin E. Phelan, Bruce A. Cheatham
Issuing Securities Under The New Bankruptcy Code: More Magic For The Cryptic Kingdom Selected Articles On The Bankruptcy Reform Act Of 1978., Robin E. Phelan, Bruce A. Cheatham
St. Mary's Law Journal
Abstract Forthcoming.
Income And Gift Tax Treatment Of A Waiver Of Rights To Future, Undeclared Dividends By A Corporate Shareholder, Cornelia H. Boozman
Income And Gift Tax Treatment Of A Waiver Of Rights To Future, Undeclared Dividends By A Corporate Shareholder, Cornelia H. Boozman
Vanderbilt Law Review
This Note will attempt to set forth and analyze the present state of the law concerning dividend waivers.After determining that this law gives taxpayers few standards for determining the proper tax characterization of a dividend waiver, the Note concludes that analogous areas of tax law must be examined for guidance. Finally, the Note identifies and discusses several analogies that might be helpful to a taxpayer faced with a dividend waiver problem.
Estate Tax Deductibility Of Underwriters' Expenses After An Executor's Sale Of Stock: A Loophole In Section 2053, Mark D. Maloney
Estate Tax Deductibility Of Underwriters' Expenses After An Executor's Sale Of Stock: A Loophole In Section 2053, Mark D. Maloney
Vanderbilt Law Review
This Recent Development will examine the relationship between two Code provisions that are essential to the calculation of the taxable estate. Section 2031 establishes the value of the "gross estate," and section 2053 provides that certain administrative expenses are deductible from the gross estate. Recently, in Estate of Joslyn v. Commissioner and Estate of Jenner v. Commissioner,' two United States Courts of Appeals applied sections 2031 and 2053 in a manner that substantially benefits estates that possess large holdings of a particular stock. Because large blocks of stock are difficult to liquidate, the per-share price of the stock will actually …
Rolf V. Blyth, Eastman Dillon & Co., 570 F. 2d 38 (2d Cir. 1978), Michael S. Hawley
Rolf V. Blyth, Eastman Dillon & Co., 570 F. 2d 38 (2d Cir. 1978), Michael S. Hawley
Florida State University Law Review
Securities Regulation-THE EXTENSION OF POTENTIAL AIDING AND ABETTING LIABILITY TO BROKER-DEALERS UNDER RULE 10B-5 OF THE SECURITIES AND EXCHANGE COMMISSION.
Ambivalent Reflections On Regulation, Roberta S. Karmel
Ambivalent Reflections On Regulation, Roberta S. Karmel
Faculty Scholarship
No abstract provided.
Ambivalent Reflections On Regulation, Roberta S. Karmel
Ambivalent Reflections On Regulation, Roberta S. Karmel
Faculty Scholarship
No abstract provided.
The Extraterritorial Reach Of The Federal Securities Code: An Analysis Of Section 1905, John M. Liftin
The Extraterritorial Reach Of The Federal Securities Code: An Analysis Of Section 1905, John M. Liftin
Vanderbilt Law Review
Section 1905 of the proposed Federal Securities Code' sets forth the applicability of the Code to transnational securities transactions. The drafters could have stated in each provision of the Code whether and to what extent it was to apply extraterritorially. Instead, they placed in one section a set of general principles that cuts across all other sections of the Code and indicates which sections are to have extraterritorial application. The result is a descriptive guide that relies on a classification of transactions rather than a section-by-section enumeration...
This Article will not analyze the existing cases, except to the extent they …
Federal-State Relations Under The Federal Securities Code, Jeffrey B. Bartell
Federal-State Relations Under The Federal Securities Code, Jeffrey B. Bartell
Vanderbilt Law Review
There is little in the recorded history of the American Law Institute's Federal Securities Code to indicate that a major rearrangement of regulatory responsibilities between the federal government and the states was a primary object. Milton Cohen's thoughtful article "Truth in Securities" Revisited,I probably the principal catalyst of the codification project, described a new world of securities regulation involving coordinated disclosure and continuous reporting, without any mention of federal-state relations or the blue sky laws. Indeed, when the American Bar Association's Committee on Federal Regulation of Securities first discussed the project in 1966, a suggestion that concurrent consideration be given …
The Trust Indenture Act Of 1939 In The Proposed Federal Securities Code, Richard A. Stark
The Trust Indenture Act Of 1939 In The Proposed Federal Securities Code, Richard A. Stark
Vanderbilt Law Review
This Article will summarize briefly the significant provisions of the TIA as they currently are applied and will describe and comment upon Code Part XIII, Trust Indentures, as it appears in the 1978 Draft. ... The Code requirement that statutory and optional trust indenture provisions are to be interpreted, applied, and enforced as a matter of federal law will be statutory confirmation of the Morris case. The overall scheme for dealing with trust indentures, trustees,and the related offering statement represents a desirable simplification and updating of the TIA provisions. Significantly, the SEC's enforcement authority regarding trust indentures is expanded to …
Some Practical Questions Concerning The Effect Of The Proposed Federal Securities Code On Civil Litigation, J. Vernon Patrick, Jr.
Some Practical Questions Concerning The Effect Of The Proposed Federal Securities Code On Civil Litigation, J. Vernon Patrick, Jr.
Vanderbilt Law Review
A major impetus for the launching of the Federal Securities Code project in 1969 was the view, widely held by businessmen and their lawyers, that it was far too easy for investors to bring class action suits under the federal securities laws, seeking multi-million dollar judgments against business corporations, directors, accountants, and lawyers.' The business community's concern about possible exposure to large judgments in securities litigation was heightened by the news that plaintiffs had obtained a judgment in a class action brought against the issuer and several "outside director"defendants in Escott v. Bar Chris Construction Corp., and by several United …
Corporate Directors' Liability For Resisting A Tender Offer: Proposed Substantive And Procedural Modifications Of Existing State Fiduciary Standards, Oby T. Brewer, Iii
Corporate Directors' Liability For Resisting A Tender Offer: Proposed Substantive And Procedural Modifications Of Existing State Fiduciary Standards, Oby T. Brewer, Iii
Vanderbilt Law Review
This Note will review recent decisions applying state law fiduciary standards and will propose procedural and substantive modifications to existing standards. The proposed modifications will compel target directors to recognize and fulfill fiduciary obligations when faced with a decision whether or not to resist a tender offer.
The American Law Institute's Proposed Federal Securities Code, Editor In Chief
The American Law Institute's Proposed Federal Securities Code, Editor In Chief
Vanderbilt Law Review
This issue of the Law Review represents Part Two of the symposium on the Proposed Federal Securities Code. This issue contains articles on federal-state relations under the Code; the impact of the Code on the Trust Indenture Act of 1939; the extraterritorial reach of the Code; and the effect of the Code on civil litigation. It is hoped that these articles will continue the fine work begun by Part One of the symposium, providing our readers with a thorough analysis of these additional sections of the Code and presenting recommendations for constructive changes to be considered in the final process …
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
The Foreign Corrupt Practices Act Of 1977: A Private Right Of Action?, Mary F. Lyle
The Foreign Corrupt Practices Act Of 1977: A Private Right Of Action?, Mary F. Lyle
Vanderbilt Journal of Transnational Law
The Foreign Corrupt Practices Act of 1977 (the Act) was passed as a consequence of revelations of foreign and domestic bribes, kickbacks, political payoffs and other questionable financial practices by corporations throughout the past several years. The Act requires issuers of securities subject to the registration and reporting provisions of the Securities Exchange Act of 1934 to comply with specific accounting standards. In addition, the Act provides for civil and criminal liability when an issuer or any domestic concern not an issuer uses the mails or any instrumentality of interstate commerce in furtherance of certain payments to foreign officials...
The …
Sec Accounting Series Release No. 150: A Critical Analysis, Ronald E. Large
Sec Accounting Series Release No. 150: A Critical Analysis, Ronald E. Large
Indiana Law Journal
No abstract provided.
Securities Regulation Of Retirement Plans After Daniel, Peter M. Kelly
Securities Regulation Of Retirement Plans After Daniel, Peter M. Kelly
Loyola University Chicago Law Journal
No abstract provided.