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Articles 1 - 30 of 102
Full-Text Articles in Securities Law
Insider Trading & Unconstitutionally Compelled Speech, Steven J. Cleveland
Insider Trading & Unconstitutionally Compelled Speech, Steven J. Cleveland
Villanova Law Review (1956 - )
No abstract provided.
Six More Weeks Of Winter: The Third Circuit Rejects The Second Circuit’S Lenient Sec Asset Freeze Test And Champions Tradition In Sec V. Chappell, Elayna Tsiouplis
Six More Weeks Of Winter: The Third Circuit Rejects The Second Circuit’S Lenient Sec Asset Freeze Test And Champions Tradition In Sec V. Chappell, Elayna Tsiouplis
Villanova Law Review (1956 - )
No abstract provided.
Robin Hood Or Robbin’ The Goods? The Second Circuit Restores Sec Disgorgement To Equity In Sec V. Govil, Nikolette C. Dusevic
Robin Hood Or Robbin’ The Goods? The Second Circuit Restores Sec Disgorgement To Equity In Sec V. Govil, Nikolette C. Dusevic
Villanova Law Review (1956 - )
No abstract provided.
Breaking Bad- The Third Circuit's View In United States V. Lewis Mischaracterizes Uniformity In Federal Sentencing, Noah Swanson
Breaking Bad- The Third Circuit's View In United States V. Lewis Mischaracterizes Uniformity In Federal Sentencing, Noah Swanson
Villanova Law Review (1956 - )
No abstract provided.
Reining In The Wild West: The Eleventh Circuit Pushes The Cryptocurrency Industry Towards Responsible Governance In Wildes V. Bitconnect, Michael Beebe
Villanova Law Review (1956 - )
No abstract provided.
Where You Lead, I Will Follow: Professional Athletes' Ability To Influence Loyal Fans' Cryptocurrency Investments And The Broader Need For Cryptocurrency Regulation, Anna D'Eramo
Jeffrey S. Moorad Sports Law Journal (1994 - )
No abstract provided.
The Mechanics Of Share Repurchases Or How I Stopped Worrying And Learned To Love Stock Buybacks, Richard A. Booth
The Mechanics Of Share Repurchases Or How I Stopped Worrying And Learned To Love Stock Buybacks, Richard A. Booth
Faculty Publications
Stock repurchases by issuing corporations have always been controversial. They have become even more so recently because of the perception that the excess funds used to finance them have come from tax cuts and other sources (such as government bailouts) that were intended to stimulate reinvestment or enhanced wages and benefits for workers. As a result, critics have proposed amendments to tax law that discourage buybacks (and possibly dividends as well). The theory is that the benefits of such distributions go mostly to executives (who are compensated in large part with equity) and to already wealthy stockholders. The controversy is …
Federal Courts Take The Wheel: The Delaware Supreme Court Validates Federal Forum Provisions For '33 Act Litigation In Salzberg V. Sciabacucchi, Brittany Mann
Villanova Law Review (1956 - )
No abstract provided.
Corporate Governance Guidelines: How To Improve Disclosure And Promote Better Corporate Governance In Public Companies, Jennifer O'Hare
Corporate Governance Guidelines: How To Improve Disclosure And Promote Better Corporate Governance In Public Companies, Jennifer O'Hare
Faculty Publications
If you are a shareholder of a public corporation, you may think it would be easy to find basic information about your shareholder rights, such as whether shareholders have the right to call special stockholder meetings. You would probably assume that the information would be disclosed in the company’s “Corporate Governance Guidelines,” (CGGs) which, according to a New York Stock Exchange (NYSE) rule, must be posted on the company’s website for shareholder review. But, as this article shows, companies are not required to disclose information about shareholder rights in their corporate governance guidelines, and most companies have chosen not to …
Don't Get Burned: Why The De-Spac Transaction Must Be Excluded From The Pslra's Safe Harbor Provision For Forward-Looking Statements, Jean-Claire Perini
Don't Get Burned: Why The De-Spac Transaction Must Be Excluded From The Pslra's Safe Harbor Provision For Forward-Looking Statements, Jean-Claire Perini
Villanova Law Review (1956 - )
No abstract provided.
Don't Forget The "G" In Esg: The Sec And Corporate Governance Disclosure, Jennifer O'Hare
Don't Forget The "G" In Esg: The Sec And Corporate Governance Disclosure, Jennifer O'Hare
Faculty Publications
For years, many shareholders—both institutional and individual investors—have pressured the Securities and Exchange Commission (“SEC”) to require public companies to disclose more information about the environmental, social, and governance (“ESG”) risks facing the company. However, the SEC has generally refused calls to require public corporations to disclose, for example, how they are addressing climate change or workforce diversity challenges. With a new president in the White House and a new administration at the SEC, the SEC will soon propose new ESG disclosure rules, requiring more information about the “E” and the “S” in ESG. But the SEC has forgotten the …
The Sec's Ice-Cold Take On Climate Disclosure: Is The 2010 Interpretive Climate Guidance Working?, Patrick Dunbar
The Sec's Ice-Cold Take On Climate Disclosure: Is The 2010 Interpretive Climate Guidance Working?, Patrick Dunbar
Villanova Environmental Law Journal (1991 - )
No abstract provided.
What’S A Nice Company Like Goldman Sachs Doing In The Supreme Court? How Securities Fraud Class Actions Rip Off Ordinary Investors–And What To Do About It, Richard A. Booth
What’S A Nice Company Like Goldman Sachs Doing In The Supreme Court? How Securities Fraud Class Actions Rip Off Ordinary Investors–And What To Do About It, Richard A. Booth
Villanova Law Review (1956 - )
No abstract provided.
The Evolution Of Doj And Sec Expectations For Corporate Compliance Programs And Staying Ahead Of The Curve, Brian H. Benjet, Jamie Kurtz
The Evolution Of Doj And Sec Expectations For Corporate Compliance Programs And Staying Ahead Of The Curve, Brian H. Benjet, Jamie Kurtz
Villanova Law Review (1956 - )
No abstract provided.
United States V. Blaszczak Brings Insider Trading Law To A Tipping Point, Michael T. Byrne
United States V. Blaszczak Brings Insider Trading Law To A Tipping Point, Michael T. Byrne
Villanova Law Review (1956 - )
No abstract provided.
Shareholder Proposals And The Limits Of Encrypted Interpretations, J. Robert Brown Jr.
Shareholder Proposals And The Limits Of Encrypted Interpretations, J. Robert Brown Jr.
Villanova Law Review (1956 - )
No abstract provided.
A Private Ordering Defense Of A Company's Right To Use Dual Class Share Structures In Ipos, Bernard S. Sharfman
A Private Ordering Defense Of A Company's Right To Use Dual Class Share Structures In Ipos, Bernard S. Sharfman
Villanova Law Review (1956 - )
No abstract provided.
Are Disclosures Really Standardized? An Empirical Analysis, Uri Benoliel
Are Disclosures Really Standardized? An Empirical Analysis, Uri Benoliel
Villanova Law Review (1956 - )
No abstract provided.
Sec In-House Tribunals: A Call For Reform, Drew Thornley, Justin Blount
Sec In-House Tribunals: A Call For Reform, Drew Thornley, Justin Blount
Villanova Law Review (1956 - )
No abstract provided.
Arbitration Agreement Arbitrage?: Statutory Discrepancy Leads To Third Circuit Victory For Dodd-Frank Whistleblower Defendants In Khazin V. Td Ameritrade Holding Corp., John K. Lisman
Villanova Law Review (1956 - )
No abstract provided.
Halliburton, Basic, And Fraud On The Market: The Need For A New Paradigm, Charles W. Murdock
Halliburton, Basic, And Fraud On The Market: The Need For A New Paradigm, Charles W. Murdock
Villanova Law Review (1956 - )
No abstract provided.
Who Owns A Class Action?, Richard A. Booth
Who Owns A Class Action?, Richard A. Booth
Villanova Law Review (1956 - )
This Essay considers the potential implications for securities class actions of Standard Fire Insurance Co. v. Knowles, which is presently before the Supreme Court. Although the ultimate question in Knowles is whether the plaintiff class may be gerrymandered so as to avoid removal to federal court, a closely related question may arise in securities fraud class actions (which are filed in federal court in the first place). In an action under SEC Rule 10b-5, the plaintiff typically seeks to recover for losses suffered as a result of buying a stock at a price inflated by management misrepresentations. In such a …
Please Be Delicate With My Permanent Record: The Pendulum Inches Towards Absolute Privilege In Merkam V. Wachovia, Joseph W. Catuzzi
Please Be Delicate With My Permanent Record: The Pendulum Inches Towards Absolute Privilege In Merkam V. Wachovia, Joseph W. Catuzzi
Villanova Law Review (1956 - )
No abstract provided.
Bright-Line Rules And Inefficient Markets: The Third Circuit's 10b-5 Materiality Doctrine Is Ripe For Revision, Brian J. Boyle
Bright-Line Rules And Inefficient Markets: The Third Circuit's 10b-5 Materiality Doctrine Is Ripe For Revision, Brian J. Boyle
Villanova Law Review (1956 - )
No abstract provided.
Whoops - The Imminent Reconciliation Of U.S. Securities Laws With International Comity After Morrison V. National Australia Bank And The Drafting Error In The Dodd-Frank Act, Andrew Rocks
Villanova Law Review (1956 - )
The article contends that the Dodd-Frank Act and the case, Morrison v. National Australia Bank, restrict the extraterritorial reach of U.S. fraud laws to private rights of action involving domestic transactions of U.S. securities. The author notes that the U.S. legal jurisdiction is governed by the policy of minimal interference and respect for sovereignties and by the principle of comity. He states that this position will help establish a cooperative regulatory effort across global markets.
Voting Power Without Responsibility Or Risk: How Should Proxy Reform Address The Decoupling Of Economic And Voting Rights, Roberta S. Karmel
Voting Power Without Responsibility Or Risk: How Should Proxy Reform Address The Decoupling Of Economic And Voting Rights, Roberta S. Karmel
Villanova Law Review (1956 - )
No abstract provided.
Reframing And Reforming The Securities And Exchange Commission: Lessons From Literature On Change Leadership, Joan Mcleod Heminway
Reframing And Reforming The Securities And Exchange Commission: Lessons From Literature On Change Leadership, Joan Mcleod Heminway
Villanova Law Review (1956 - )
The article discusses the lessons learned from the restructuring of the U.S. Securities and Exchange Commission (SEC) under the Sarbanes-Oxley Act. The strengths and weakness of the SEC reform measures are highlighted. Key reform proposals stemming from the global financial crisis and reform efforts being undertaken as of the spring of 2010 include overhauling or abolishing the SEC, managing the SEC through the Federal Reserve or the Department of the Treasury, and combining the SEC with the Commodity Futures Trading Commission (CFTC).
Fiduciary Obligations Of Broker-Dealers And Investment Advisers, Arthur B. Laby
Fiduciary Obligations Of Broker-Dealers And Investment Advisers, Arthur B. Laby
Villanova Law Review (1956 - )
The article discusses fiduciary obligation that broker-dealers and investment advisers owe their clients. It addresses questions in ascertaining whether financial reform is needed. The fiduciary obligations imposed on brokers and advisers are examined. An analysis of whether fiduciary duties should be imposed on brokers providing advice is offered.
Moving Beyond The Clamor For Hedge Fund Regulation: A Reconsideration Of Client Under The Investment Advisers Act Of 1940, Anita K. Krug
Moving Beyond The Clamor For Hedge Fund Regulation: A Reconsideration Of Client Under The Investment Advisers Act Of 1940, Anita K. Krug
Villanova Law Review (1956 - )
The article argues that a better approach for hedge fund regulation in the U.S. would be for law to regard private fund investors as clients of the managers of those funds. It discusses the regulatory regime governing investment advisers. The Investment Advisers Act of 1940 is tasked to regulate investment advisers and to require some investment advisers to be registered with the Securities and Exchange Commission (SEC).
One Nation, Under Securities Fraud: The Third Circuit Notches A Win For Federalism In In Re Lord Abbett Mutual Funds Fee Litigation, Ethan H. Townsend
One Nation, Under Securities Fraud: The Third Circuit Notches A Win For Federalism In In Re Lord Abbett Mutual Funds Fee Litigation, Ethan H. Townsend
Villanova Law Review (1956 - )
No abstract provided.