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1978

Securities Law

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Full-Text Articles in Law

Implied Private Right Of Action Under Section 17 Of The Securities Exchange Act Of 1934, Andrew Bor Nov 1978

Implied Private Right Of Action Under Section 17 Of The Securities Exchange Act Of 1934, Andrew Bor

Vanderbilt Law Review

The Securities Exchange Act of 1934 created the Securities and Exchange Commission (SEC) and vested it with broad regulatory and enforcement powers. While one of the purposes of the Act is to protect investors, the SEC has long recognized that it lacks the resources to fully accomplish that goal. Consequently, plaintiffs injured by actions in violation of the Act have sought remedies in the federal courts that have been willing to imply private rights of action under the securities laws. Recently, however, the Supreme Court has indicated that it will restrict the scope of remedies available to private litigants, thus …


A Definition Of "Investment Contracts" And Equitable Defenses To Suit For Rescission For Nonregistration Under The Arkansas Securities Act, Anne P. Ritchey Oct 1978

A Definition Of "Investment Contracts" And Equitable Defenses To Suit For Rescission For Nonregistration Under The Arkansas Securities Act, Anne P. Ritchey

University of Arkansas at Little Rock Law Review

No abstract provided.


Leroy V. Great Western United Corp., Lewis F. Powell Jr. Oct 1978

Leroy V. Great Western United Corp., Lewis F. Powell Jr.

Supreme Court Case Files

No abstract provided.


Parklane Hosiery Co., Inc. V. Shore, Lewis F. Powell Jr. Oct 1978

Parklane Hosiery Co., Inc. V. Shore, Lewis F. Powell Jr.

Supreme Court Case Files

No abstract provided.


Burks V. Lasker, Lewis F. Powell Jr. Oct 1978

Burks V. Lasker, Lewis F. Powell Jr.

Supreme Court Case Files

No abstract provided.


International Brotherhood Of Teamsters, Chauffeurs, Warehousemen & Helpers Of America V. Daniel, Lewis F. Powell Jr. Oct 1978

International Brotherhood Of Teamsters, Chauffeurs, Warehousemen & Helpers Of America V. Daniel, Lewis F. Powell Jr.

Supreme Court Case Files

No abstract provided.


Touche Ross Co. V. Redington, Lewis F. Powell Jr. Oct 1978

Touche Ross Co. V. Redington, Lewis F. Powell Jr.

Supreme Court Case Files

No abstract provided.


Plaintiff's Standard Of Care After Hochfelder: Toward A Theory Of Causation, Robert P. Bryant Oct 1978

Plaintiff's Standard Of Care After Hochfelder: Toward A Theory Of Causation, Robert P. Bryant

Vanderbilt Law Review

The extended debate by the Institute illustrates the logical and even emotional difficulty of dealing with the victim of an admittedly intentional deception who has acted foolishly in his own behalf and does not seem to deserve recovery. The crux of the controversy in the common law deceit cases mirrors that in the 10b-5 cases:should the victim have to investigate, and what might trigger an obligation to investigate? As this discussion demonstrates, tort principles provide some guidance. In deceit cases, the obligations placed on the plaintiff arise from the requirement that his reliance be justified. To the extent that his …


United States V. Naftalin, Lewis F. Powell Jr. Sep 1978

United States V. Naftalin, Lewis F. Powell Jr.

Supreme Court Case Files

No abstract provided.


Ii. The 140 Series Rules Jun 1978

Ii. The 140 Series Rules

Washington and Lee Law Review

No abstract provided.


I. What Is A Security? Jun 1978

I. What Is A Security?

Washington and Lee Law Review

No abstract provided.


Iv. Rule 10b-6 Jun 1978

Iv. Rule 10b-6

Washington and Lee Law Review

No abstract provided.


V. Proxy Solicitation Jun 1978

V. Proxy Solicitation

Washington and Lee Law Review

No abstract provided.


Vi. Tender Offers Jun 1978

Vi. Tender Offers

Washington and Lee Law Review

No abstract provided.


Federal Judicial And Regulatory Responses To Santa Fe Industries, Inc. V. Green, Thomas J. Sherrard Jun 1978

Federal Judicial And Regulatory Responses To Santa Fe Industries, Inc. V. Green, Thomas J. Sherrard

Washington and Lee Law Review

No abstract provided.


Ill. Rule 10b-5 Jun 1978

Ill. Rule 10b-5

Washington and Lee Law Review

No abstract provided.


Tender Offers And Bidder Access To Target Company Shareholder Lists May 1978

Tender Offers And Bidder Access To Target Company Shareholder Lists

BYU Law Review

No abstract provided.


Securities Fraud Under The Blue Sky Of Washington, Sally H. Clarke Feb 1978

Securities Fraud Under The Blue Sky Of Washington, Sally H. Clarke

Washington Law Review

In the past, federal courts have been the primary forums for securities fraud litigation because they exercise exclusive jurisdiction over claims under the Securities Exchange Act of 1934, and have expansively interpreted the antifraud provisions of that Act. Recent developments, however, suggest that state courts may provide a more attractive forum for plaintiffs seeking relief from securities fraud in Washington. Relevant considerations include recent United States Supreme Court decisions limiting the scope of civil liability under the 1934 Act, increasing congestion and delay in federal courts, recent amendments expanding the coverage of the civil liability provision of the Securities Act …


Voluntary Recapitalization, Fairness, And Rule 10b-5: Life Along The Trail Of Santa Fe, Rutheford B. Campbell Jr. Jan 1978

Voluntary Recapitalization, Fairness, And Rule 10b-5: Life Along The Trail Of Santa Fe, Rutheford B. Campbell Jr.

Law Faculty Scholarly Articles

In corporate recapitalizations, the board of directors will sometimes propose a recapitalization plan which substantially alters the “bundle of rights” represented by preferred shares. Although these plans cannot usually be completed without the approval of a majority of the preferred shareholders, the preferred shareholders are at a disadvantage to protect their interests for several reasons. Thus preferred shareholders who are dissatisfied with the change in their rights will sometimes call upon state courts to enjoin the recapitalization on the grounds that it is unfair or fraudulent; state courts, however, have provided only slight protection for preferred shareholders. In this article, …


The Plight Of Small Issuers Under The Securities Act Of 1933: Practical Foreclosure From The Capital Market, Rutheford B. Campbell Jr. Jan 1978

The Plight Of Small Issuers Under The Securities Act Of 1933: Practical Foreclosure From The Capital Market, Rutheford B. Campbell Jr.

Law Faculty Scholarly Articles

The thesis of this Article is simple: the Securities Act of 1933 does not work very well for small issuers, a premise which the Securities and Exchange Commission appeared to tacitly recognize in a series of announcements released early this year. Because of a combination of exorbitant costs, unmanageable levels of ambiguity, unworkable resale provisions and contamination caused by prior illegal sales of stock, a small issuer often is unable to comply with the 1933 Act. As a result it may be difficult or even impossible for a small issuer to raise capital by selling stock.

There are obvious pernicious …


Security Interests In Motor Vehicles: A Conflict In Kentucky Law, Henry Lawson Jan 1978

Security Interests In Motor Vehicles: A Conflict In Kentucky Law, Henry Lawson

Kentucky Law Journal

No abstract provided.


Reinsurance Pools And The Federal Securities Laws, Michael L. Weissman Jan 1978

Reinsurance Pools And The Federal Securities Laws, Michael L. Weissman

Loyola University Chicago Law Journal

No abstract provided.


Directed Trustee Liability Under Erisa, David L. Heald, Joseph P. Mulhern Iii Jan 1978

Directed Trustee Liability Under Erisa, David L. Heald, Joseph P. Mulhern Iii

Loyola University Chicago Law Journal

No abstract provided.


Delaware: The Race To The Bottom - Is An End In Sight?, Charles W. Murdock Jan 1978

Delaware: The Race To The Bottom - Is An End In Sight?, Charles W. Murdock

Loyola University Chicago Law Journal

No abstract provided.


The Comptroller's Regulation - An Illusory Remedy To The Fiduciary Dilemma Of National Banks In Light Of Slade V. Shearson, Hammill & Co., Diane S. Locandro Jan 1978

The Comptroller's Regulation - An Illusory Remedy To The Fiduciary Dilemma Of National Banks In Light Of Slade V. Shearson, Hammill & Co., Diane S. Locandro

Loyola University Chicago Law Journal

No abstract provided.


Implied Liability For Violation Of Stock Exchange And Nasd Rules - After Rolf And Faturik, Elizabeth Pendzich Jan 1978

Implied Liability For Violation Of Stock Exchange And Nasd Rules - After Rolf And Faturik, Elizabeth Pendzich

Loyola University Chicago Law Journal

No abstract provided.


The Attorney-Client Privilege In Shareholder Litigation: The Need For A Predictable Standard, Sara Reingold Leopold Jan 1978

The Attorney-Client Privilege In Shareholder Litigation: The Need For A Predictable Standard, Sara Reingold Leopold

Loyola University Chicago Law Journal

No abstract provided.


Broker Dealers, Market Makers And Fiduciary Duties, Carl Wartman Jan 1978

Broker Dealers, Market Makers And Fiduciary Duties, Carl Wartman

Loyola University Chicago Law Journal

No abstract provided.


The Monitoring Committee And Outside Directors' Evolving Duty Of Care, Arthur W. Hahn, Carol B. Manzoni Jan 1978

The Monitoring Committee And Outside Directors' Evolving Duty Of Care, Arthur W. Hahn, Carol B. Manzoni

Loyola University Chicago Law Journal

No abstract provided.


Employee Stock Ownership Plans: Fiduciary Duties In Loan Transactions, William S. Piper Jan 1978

Employee Stock Ownership Plans: Fiduciary Duties In Loan Transactions, William S. Piper

Loyola University Chicago Law Journal

No abstract provided.