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Full-Text Articles in Securities Law
The Jobs Act: Encouraging Capital Formation But Not Ipos, Jesse Scott
The Jobs Act: Encouraging Capital Formation But Not Ipos, Jesse Scott
The Journal of Business, Entrepreneurship & the Law
This note will analyze several of the key provisions of the JOBS Act and their effect on raising capital for small growth companies. The scope of this note will exclude the Title III crowdfunding provisions, as there is already substantial discussion about the topic in the legal and business communities. Part II discusses the IPO registration process. Part III explores the JOBS Act and its effect on securities regulation. Specifically, this note will cover the Title I IPO on-ramp, the Title II changes to Regulation D, the Title IV changes to Regulation A and 144A, and finally the Title V …
Symposium Transcript, Selina K. Hewitt
Who Should Do The Math? Materiality Issues In Disclosures That Require Investors To Calculate The Bottom Line, Stefan J. Padfield
Who Should Do The Math? Materiality Issues In Disclosures That Require Investors To Calculate The Bottom Line, Stefan J. Padfield
Pepperdine Law Review
Corporations sometimes tread a fine line by disclosing the data necessary to calculate the bottom line impact of a particular set of facts, while failing to disclose the bottom line itself. For example, in 2002, Merck & Co., Inc., disclosed that one of its subsidiaries had recognized as revenue co-payments it never actually received, but failed to disclose that the total amount so recognized was $5.54 billion for the year 2001. When plaintiffs challenge such incomplete disclosure, courts routinely dismiss their claims based upon what I call the Simple Math rule. The Simple Math rule states that, assuming a material …