Common Issues in Securities Law is an authoritative, insider's perspective on best practices for assessing current trends and issues in securities law. Featuring partners and chairs from some of the nation's leading law firms, these experts guide the reader through developing an understanding of key matters in U.S. Securities law, identifying the impact of recent cases, and interacting with government agencies. From implementing proper legal skills and managing client expectations to understanding local and international laws, these experts offer strategies for monitoring client compliance and evaluating state and federal investigations. The different niches represented and the breadth of perspectives presented enable readers to get inside some of the great legal minds of today, as these experienced lawyers offer up their thoughts around the keys to navigating an increasingly-enforced area of law.
Buy a new version of this textbook and receive access to the Connected eBook on CasebookConnect, including: lifetime access to the online ebook with highlight, annotation, and search capabilities, plus an outline tool and other helpful resources. Connected eBooks provide what you need most to be successful in your law school classes. Learn more about Connected eBooks. The Tenth Edition of Securities Regulation: Cases and Materials encompasses the sea changes that have recently occurred in the securities laws and capital markets, brought about by both SEC rulemaking and shifts in underwriting practices. The casebook carries forward its long-held standard of providing students with an in-depth, sophisticated, practical look at contemporary securities law. As it has since its first edition, this volume contains a highly teachable mix of problems, cases, and textual material, encouraging students to build their knowledge base by being active problem-solvers. Always forward-thinking, stressing current developments and controversies, the book is also highly modular, so that professors can easily pick and choose how to structure their courses without being locked into any given progression. New to the Tenth Edition: Developments involving cryptocurrencies and coin offerings Commentary on market developments such as issues arising with the retailization of trading markets The SEC’s procedures for direct listings and the regulatory issues surrounding the explosion of SPACs The sweeping November 2020 reforms to the issuer transaction exemptions from registration, and the new standards for evaluating whether offerings will be integrated The Supreme Court’s most recent Goldman Sachs decision addressing fraud on the market Coverage of several developments affecting the SEC’s enforcement powers The SEC’s new rules for proxy advisory services and shareholder proposals Where the law stands today regarding the obligations of broker-dealers in the wake of Regulation Best Interest Professors and students will benefit from: The book’s highly modular organization, enabling different teaching formats and coverage Extensive use of problems that build student awareness of the fundamentals, with directions in the Teacher’s Manual on how best to teach them Concise notes that introduce the reader to both theory and real-life practice issues A book that is always up-to-date and on the cutting edge
With its modular organization, Cox, Hillman, and Langevoort's second edition is notable for its currency and class-proven pedagogy. This popular casebook builds on the problem approach to provide an intellectually stimulating yet eminently teachable introduction To The field. SECURITIES REGULATION, Second Edition, opens with an engaging chapter that presents the issues in terms of their effect on investors. From this unique starting point, students progress to well-conceived problems that require them to fill the role of judge or lawyer. Timely coverage brings students in direct contact with: mutual funds; a new chapter on Investment Advisers and Investment Companies explores the growth of the industry And The resulting regulatory problems the Private Securities Litigation Reform Act of 1995 today's high tech environment and its implications for regulation contemporary theories and academic literature The problems in SECURITIES REGULATION, Second Edition, are carefully structured to be multi-level, So professors have a point of departure into as much theory as they wish. With this modular casebook, you can select the subjects and topics you wish to cover and sequence them to match your syllabus. Whatever level of depth and detail your course brings To The Securities Act or the Securities Exchange Act, this fully revised casebook will fit your needs.
Corporate Finance and the Securities Laws has been winning over practitioners with its clear andquot;how to do itandquot; approach ever since its publication in 1990. This acclaimed guide is now completely updated in this Fifth Edition to help you meet the challenges of raising capital in today's increasingly regulated marketplace. Written in plain English by two top experts in the field - each with literally hundreds of successful deals under his belt, Corporate Finance and the Securities Laws is the andquot;go toandquot; resource which explains the mechanics of corporate finance together with the statutes that govern each type of deal. You'll receive expert corporate finance analysis, procedural guidance, and practical securities law pointers every step of the way to help you Structure all types of corporate finance deals - from public, private, and offshore offerings to corporate debt restructurings, commercial paper programs, raising capital, and asset-based securities transactions Root out problems before corporate finance deals are put in motion, with heads-up input on securities law prohibited practices, potential liabilities, conflicts of interest, due diligence concerns, and other red-flag issues Shepherd transactions through the corporate finance regulatory process with a clear understanding of applicable statutes and their implications in real-life situations Know what to do when securities law problems crop up - and find clear answers to the countless questions that develop in the course of a corporate finance deal Close deals, raising capital in a timely manner and work shoulder to shoulder with clients to accomplish your corporate finance objectives
Corporate Finance and the Securities Laws has been winning over practitioners with its clear "how to do it" approach ever since its publication in 1990. This acclaimed guide is now completely updated in this Fourth Edition to help you meet the challenges of raising capital in today's increasingly regulated marketplace. Written in plain English by two top experts in the field - each with literally hundreds of successful deals under his belt, Corporate Finance and the Securities Laws is the "go to" resource which explains the mechanics of corporate finance together with the statutes that govern each type of deal. You'll receive expert corporate finance analysis, procedural guidance, and practical securities law pointers every step of the way to help you Structure all types of corporate finance deals - from public, private, and offshore offerings to corporate debt restructurings, commercial paper programs, raising capital, and asset-based securities transactions Root out problems before corporate finance deals are put in motion, with heads-up input on securities law prohibited practices, potential liabilities, conflicts of interest, due diligence concerns, and other red-flag issues Shepherd transactions through the corporate finance regulatory process with a clear understanding of applicable statutes and their implications in real-life situations Know what to do when securities law problems crop up - and find clear answers to the countless questions that develop in the course of a corporate finance deal Close deals, raising capital in a timely manner and work shoulder to shoulder with clients to accomplish your corporate finance objectives
The Ninth Edition of Securities Regulation: Cases and Materials brings onboard two new co-authors—Ann Lipton and William Sjostrom—to a casebook that has long set the standard for providing students with an in-depth, sophisticated, practical look at contemporary securities law. As it has since its first edition, Securities Regulation: Cases and Materials contains a very teachable mix of problems, cases, and textual material, encouraging students to build their knowledge base by being active problem-solvers. Always forward-thinking, stressing current developments and controversies, the book is also highly modular, so that professors can easily pick and choose how to structure their courses without being locked into any given progression. New to the Ninth Edition: Coverage of “cryptocurrencies” and coin offerings Commentary on market developments such as indexing and algorithmic trading A tighter set of problems and materials on gun-jumping under Section 5 The SEC’s latest reforms of Regulation D and the intrastate offering exemption Spotify and the trend toward direct listings as a way of going public Coverage of Supreme Court decisions from the last three years, including Lorenzo, Salman, Cyan, Lucia, and Kokesh, as well as important lower court cases The SEC broker-dealer proposal (and perhaps adoption) of Regulation Best Interest Professors and students will benefit from: The book’s highly modular organization, enabling different teaching formats and coverage Concise notes that introduce the reader to both theory and real-life practice issues A book that is always up to date and on the cutting edge
Informal and student-friendly, this best-selling study guide—also used by Wall Street lawyers and SEC staffers as a reference book—gives an overview of federal securities regulation and illustrates the topic with practical applications. Examples & Explanations: Securities Regulation, Eighth Edition combines clear introductions with examples and explanations that allow students to test their understanding of concepts and practice applying the law to fact patterns—many drawn from actual events in the securities markets. New to the Eighth Edition: Updates on U.S. capital formation in public and private securities markets, with a focus on trends in IPOs, going-private transactions, and private placements New materials on the treatment of “autonomous business” forms and crypto-currencies (including gaming tokens) under the federal securities law Trends in the use of Reg D, Reg A+, and Reg CF over the past several years, given recent amendments to these registration exemptions under the Securities Act of 1933 The timeliness of Section 11 suits under the Securities Act of 1933, as interpreted by the Supreme Court in CALPERS v. ANZ Securities, Inc. (2017) The preemption of state court class actions under the Securities Act of 1933 and the right of defendants to remove such actions to federal court, as interpreted by the Supreme Court in Cyan, Inc. v. Beaver County Employees Retirement Fund (2018) The securities-fraud liability of a securities rep, who disseminated false information provided to him by a superior, as interpreted by the Supreme Court in Lorenzo v. SEC (2019) Lower court application of the “personal benefit” analysis in Salman v. United States (2016) to quid pro quo tips of inside information to family and friends Updates on judicial and SEC enforcement of the federal securities laws—in particular, the use of disgorgement and civil penalties in the sale of nonexempt, unregistered securities The timeliness of disgorgement sanctions in SEC enforcement actions, as interpreted by the Supreme Court in Kokesh v. SEC (2017) The proper appointment of SEC administrative law judges and their authority to impose sanctions in SEC administrative enforcement actions, as interpreted by the Supreme Court in Lucia v. SEC (2018) The availability of Dodd-Frank whistleblower protection to a company executive who reported a possible securities violation within his company but not to the SEC, as interpreted by the Supreme Court in Digital Realty Trust, Inc. v. Somers (2018) The requirement of individualized showings of “domestic transactions” in a securities fraud class action brought against a foreign company whose securities traded on U.S. and foreign markets Professors and students will benefit from: A study guide that introduces students to the subject’s clubbish vocabulary, identifies its important principles, and reveals its layered structure. Chapters in which, after sketching the key concepts of U.S. securities regulation, give students a chance to compare their responses to concrete examples with the book’s detailed explanations. The text includes new and updated charts on: Shareholdings in the US securities markets Capital formation through public and private offerings Actual use of the various registration exemptions The updated examples and explanations include new questions on: “Autonomous business” forms and crypto-currencies Section 11 class actions brought in state court Fraudulent statements “made” by securities professionals Insider trading tips to friends and family Availability of disgorgement sanctions in SEC enforcement actions
