Securities Law Commons^™

Evolutionary Enforcement At The Securities And Exchange Commission, Jayne W. Barnard

Faculty Publications

Hundreds of critics in the past eighteen months have heaped abuse on the SEC Enforcement Division. How could the Division have missed so much misbehavior on Wall Street? How could the Division's young lawyers have been charmed by Bernie Madoff and thwarted from discovering his terrible crimes? Most critics seem to agree that the Division's most urgent needs include developing substantially more financial sophistication among Division lawyers and investigators; better communications within the Commission and with other federal agencies; and a meaningful system for handling tips and processing information. The SEC's response to its critics has been remarkable. The Commission …

Fiduciary Duty - Now And In The Future, Christine Lazaro

Faculty Publications

(Excerpt)

The celebrated jurist Benjamin Cardozo opined that the fiduciary duty is “the duty of finest loyalty”, and that a fiduciary “is held to something stricter than the morals of the market place. Not honesty alone, but the punctilio of an honor the most sensitive, is then the standard of behavior.” The question most customers have is whether their broker is subject to this duty of finest loyalty, or if they are bound merely by the morals of the marketplace. Currently this is a very difficult question to answer, and will depend on whether the customer is dealing with a …

The Bespeaks Caution Doctrine: Revisiting The Application Of Federal Securities Law To Opinions And Estimates, Royce De R. Barondes

Faculty Publications

Disclosure of estimates and opinions, which are often referred to as ‘soft information,‘ has presented a number of difficult issues to courts, the Securities and Exchange Commission (SEC) and companies issuing offering materials or required to file periodic reports with the SEC. Although this type of information often consists of projections, historical financial statements also include this type of information to varying degrees. For example, a bank's statement of financial position requires specification of loan loss reserves and is therefore dependent on an assessment of future events (the timing and extent of repayment). Similarly, determination of the timing of a …