Securities Law Commons^™

Recent Cases, Law Review Staff

Vanderbilt Law Review

Constitutional Law--Due Process--Replevin Statutes Allowing Seizure of Property Without Notice and Opportunity for Hearing Violate Due Process Clause of Fourteenth Amendment

Constitutional Law--Right to Counsel--Absent Waiver,No Defendant May Be Imprisoned Unless Represented By Counsel At Trial

Federal Rules of Civil Procedure-Class Actions-Class Action Alleging Similar Injury by Separate Defendants Who Acted Similarly but Independently Allowed Under Rule 23(b)(3)

Securities Regulation--Securities Act of 1933-Access Of All Offerees To Additional Desired Information Required For Section 4(2) Private Offering Exemption

Torts-Joint Tort-feasors--Apportionment of Damages Among Negligent Joint Tort-feasors Based upon Relative Responsibility of Parties

Sec Financial Requirements For Broker-Dealers: Economic Implications Of Proposed Revisions, James F. Mofsky

Indiana Law Journal

No abstract provided.

Implied Civil Remedy For Violation Of Section 16(A) Of The Securities Exchange Act Of 1934

Washington and Lee Law Review

No abstract provided.

The Securities Investor Protection Act Of 1970: A New Federal Role In Investor Protection, Allan Gates

Vanderbilt Law Review

It has long been a matter of common knowledge that securities, investment involves an element of financial risk. In addition to the obvious hazards of injudicious investment, such as market decline and failure of the corporate venture, there is an appreciable risk of financial loss to the investor due to the potential insolvency of his broker-dealer. Until recently it had been the policy of the federal government to restrict its protection against this latter risk to measures designed to prevent broker-dealer insolvencies and, when an insolvency did occur, to an ordering of the priorities of customer claims in bankruptcy. In …

A Judicial Challenge To The Sec's Shareholder Proposal Rule

Washington and Lee Law Review

No abstract provided.

Blue Sky Law--West Virginia Securities Laws And The Promoter, Thomas R. Goodwin

West Virginia Law Review

No abstract provided.

The Williams Amendments: An Evaluation Of The Early Returns, M. Douglas Dunn

Vanderbilt Law Review

The purpose of this note is to examine the judicial interpretation of the Williams Amendments to the Securities Exchange Act. The background of the legislation is outlined to direct attention to its general purpose and to isolate its intended beneficiaries.' A discussion of the actual amendments will provide the informational base necessary for consideration of the recent cases. The critical discussion of the first few cases interpreting the amendments provides the foundation for a suggested approach in applying the available remedies to violators of the Williams Amendments.

Investment Securities, Thomas H. Jolls

Faculty Publications

No abstract provided.

Scienter Requirement In Actions Under Rule 10b-5, David G. Epstein

Law Faculty Publications

More than twenty years have now elapsed since a private right of action under rule 10b-5 was first recognized judicially. In the interim, rule 10b-5 has become "the most prolific source of litigation since Henry Ford invented the flivver." And, the Rule is assuming even greater importance. Private actions under 10b-5 in excess of seventy-seven million dollars have been instituted against Texas Gulf Sulphur and its officers and directors. The Securities and Exchange Commission proposals to implement the Wheat Report will result in an increased emphasis on 10b-5. Notwithstanding the importance of rule 10b-5 and the numerous reported decisions and …

Take-Over Bids In Virginia

Washington and Lee Law Review

No abstract provided.

Rule 10b-5:The Disclosure Of Finder's Fees In Connection With The Purchase Or Sale Of Securities, David L. Cocanower

Indiana Law Journal

No abstract provided.

The Underwriter's Duty Of "Due Diligence" Under Section 11 Of The Securities Act: Reflections On Barchris, Theodore W. Lenz

Vanderbilt Law Review

The Securities Act of 1933 seeks to protect the investing public by putting into the hands of the potential securities purchaser information upon which he can base an enlightened investing choice. The participants in a public distribution of securities--including the underwriters are required to collect, accurately and completely in a registration statement and an accompanying prospectus, the relevant facts about the company issuing the securities. Failure to do so will render the participants liable under section 11 of the Act. The Act then imposes a duty of care on the underwriter and enforces that duty by the threat of civil …

The Decline Of The Purchaser-Seller Requirement Of Rule 10b-5, Edward J. Ciechon Jr.

Villanova Law Review (1956 - )

No abstract provided.

International Security Markets, Robert L. Knauss

Vanderbilt Journal of Transnational Law

I would like to concentrate on what we might call the international aspects of the European securities markets and, if nothing else, to define a couple of terms. What I want to do first is to look at the question of integration of capital markets, and what we mean by that term. Is it really easier for a French company to raise capital in Belgium than a company from the United States? Has there been any integration in the Common Market? Do foreign issuers raise capital on national securities markets in the currency of that market? I think we have …

Headnotes, Journal Staff

Vanderbilt Journal of Transnational Law

On April 4, 1969, the American Society of International Law (ASIL) and the Vanderbilt International Law Society held a Conference on Legal Problems of International Capital Formation. The Symposium appearing in this issue of the International directly results from this Conference.

Manuel F. Cohen, former Chairman of the Securities and Exchange Commission, begins the Symposium with a brief overview of the development of international securities markets in Europe. Mark S. Massel then suggests the questions a businessman or lawyer should ask before making foreign investment. Lester Nurick shows how international organizations, especially the World Bank, join with private parties in …

Securities Regulation In Selected European Countries, Mitchell Brock

Vanderbilt Journal of Transnational Law

In approaching the subject of securities regulation in selected European countries, I will not attempt to provide a detailed description of the existing arrangements in the principal European countries. I shall of course to some degree descend to the "nitty gritty" of concrete details to give to airy generalizations a local reality, but my principal objective will be to discuss the economic context, the structure of the capital markets in which the regulatory authorities are performing their functions.

This economic context is pertinent to an understanding of why the pattern of regulation differs in many respects from that existing in …

The Liquidation-Reincorporation Device - Analysis And Proposed Solutions, Bruce D. Lombardo, Thomas C. Riley

Villanova Law Review (1956 - )

No abstract provided.

Investment Securities, Thomas H. Jolls

Faculty Publications

No abstract provided.

Investment Securities, Thomas H. Jolls

Faculty Publications

No abstract provided.

Guild Films: A Solution Under The Intrastate Exemption, Richard D. Haynes

Washington and Lee Law Review

No abstract provided.

Short-Sales Of Securities, William J. Rankin

Cleveland State Law Review

The field of short selling is bathed in confusion, complexity, and contradiction. An attempt will be made in this article to arrive at order and understanding in this complex area.

Corporations - Proxy Regulations - Federal Courts Can Grant Complete Relief In Shareholder's Suit For Violation Of Section 14(A) Of Securities Exchange Act Of 1934, Jack J. Bernstein

Villanova Law Review (1956 - )

No abstract provided.

Getting Stock Transferred – Are You Doing It The Hard Way?, Thomas H. Jolls

Faculty Publications

No abstract provided.

Book Reviews, Richard G. Huber, James E. Sizemore, Gordon Brewster Baldwin, Ernest M. Jones, G. Stanley Joslin, Ilmar Tammelo, Melvin G. Dakin, Vernon X. Miller

Journal of Legal Education

No abstract provided.

Industrial Mobility And Survival Of Seniority - What Price Security?, Walter L. Williams Jr.

Faculty Publications

No abstract provided.

Corporations - Securities Regulation - Violation Of Proxy Regulations Gives Private Right Of Action But Federal Courts Are Limited Regarding Remedy, Thomas A. Hogan

Villanova Law Review (1956 - )

No abstract provided.

Creditors' Rights And Security Transactions -- 1960 Tennessee Survey, Forrest W. Lacey

Vanderbilt Law Review

Two cases involving mechanic's liens were decided during the period under survey. Rowland v. Lowe' presented the question of the validity of a material men's lien against the owner of land subject to a contract of sale which required the purchaser to erect improvements on the land. In order to protect the vendor's lien, which was to be retained in the deed, the contract provided:

"The purchaser obligates himself to pay all sums for labor and materials in the construction of the improvements on said lot, and in no event shall there be any lien on the lot of ground …

Stock Transfer Restrictions: Continuing Uncertainties And A Legislative Proposal, William H. Painter

Villanova Law Review (1956 - )

No abstract provided.

A Discussion And Analysis Of The Valic Decision, Laurence M. Jones

Villanova Law Review (1956 - )

No abstract provided.

Fifteen-Year Survey Of Corporate Developments, 1944-1959, Miguel A. De Capriles

Vanderbilt Law Review

The foregoing survey, it is believed, amply demonstrates the kaleidoscopic variety of the corporate developments of the past fifteen years, even though for obvious reasons much of the detail has had to be omitted. General conclusions are difficult to draw. It seems likely that the success of capitalist enterprise in this, period and the self-imposed improvement in standards of corporate. Fanchon & Marco, Inc. v. Paramount Pictures, 202 F.2d 731 (2d Cir. management have retarded the underlying trend toward expansion of the role of government in the regulation of economic affairs. There has been no occasion for new dramatic statutory …