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Out of respect to your right to privacy we provide you within such marketing materials with means to decline receiving further marketing offers from us. If you unsubscribe we will remove your email address or telephone number from our marketing distribution lists. Each term is briefly defined, and its real-world usage is then explained in plain English and often in a lighthearted tone. Materials from Practising Law Institute continuing legal education sessions are reproduced in appendices.
Many entries explain the business context of the defined terms and include links to more detailed practice notes where available. Study guides outline the basics of securities law concisely. Gabaldon, Securities Law , 5th ed. Reserves KF S64 and Marc I. Steinberg, Understanding Securities Law , 7th ed. Reserves KF S74 Beyond study guides, the following introductory works provide a more detailed overview of securities law or explain the various types of securities law primary sources and are therefore good starting places for researchers new to securities law:. James D. Cox et al.
C69 From a research perspective, Chapter 1 is particularly helpful because it explains the statutory and administrative framework of federal securities regulation, the interplay between federal and state securities laws, and the role of self-regulatory organizations. H39 This Hornbook is an abridgement of Professor Hazen's comprehensive treatise on securities regulation described below. Louis Loss et al. Ford KF L68 A two-volume distillation of Loss and Seligman's comprehensive treatise on securities regulation described below. Jerry W. Markham and Rigers Gjyshi, eds. R47 and online. Hazelton ed.
Ref Desk KF This chapter, updated through , offers an excellent explanation of some of the challenges inherent in securities law research and provides several helpful tables of rule and release designations and concordances of SEC rules, forms, and schedules.
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Several multi-volume scholarly treatises examine securities law comprehensively, addressing the key securities statutes and topics such as types of securities, registration, disclosure, fraud, securities markets, and the operation of the SEC. H39 and on Westlaw , which is organized by act, and Louis Loss's Securities Regulation , 5th ed. Two treatises, both available on Lexis Advance , cover the and Acts in detail: Federal Securities Act of , rev. Sommer, Jr.
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Appendices include sample documents and official forms, timelines, and cross-reference charts. The library's print copy of these treatises KF B87 is no longer updated, but the "Primary Source Manual" volumes are still useful for legislative history research. As its title suggests, this work reproduces the text of many key primary sources, such as the Securities Act, the Exchange Act, the Trust Indenture Act, and the Securities Investor Protection Act; rules, forms, and other materials from the SEC; and legislative history materials.
Other treatises focus on recent statutes, current developments, or narrower issues in securities law. Examples of the wide variety of available securities law treatises include:. Alan R. Bromberg and Lewis D. B and on Westlaw. This multi-volume work is the leading treatise on securities fraud. It provides a detailed analysis of anti-fraud statutes and rules, with an emphasis on Rule 10b-5, as well as practical suggestions for handling securities fraud investigations and litigation.
Appendices include the text of Rule 10b-5 and other anti-fraud provisions and session law-to-U. Written by and for practitioners, this collection of treatises in portfolio format covers narrow topics in seven categories: capital formation, corporate practice, derivatives and commodities, enforcement and litigation, investment management regulation, mergers and takeovers, and trading and markets regulation. In addition to detailed analysis, portfolios include practice tools like sample documents and checklists, charts of state and federal statutes, and bibliographies.
D63 This volume explains the Dodd-Frank Act section by section. Tables indicate the effective date and subject of each section and list existing banking and securities laws amended or repealed by Dodd-Frank. Selected legislative history materials are also included. Clifford E. Kirsch, ed.
This four volume treatise is intended "to present the regulatory framework applying to broker-dealers in practical and reader-friendly terms" with an emphasis on issues of interest to broker-dealer lawyers and compliance staff. The treatise describes the requirements of the Act, federal regulations, the rules of self-regulatory organizations especially FINRA , and Blue Sky laws. Thomas P. Lemke et al. The work is arranged in three main parts, including a detailed discussion of the regulation of investment companies under the Investment Company Act, mutual fund advertising requirements, and miscellaneous topics e.
Lemke and Gerald T. Lins, Regulation of Investment Advisers on Westlaw. Part of West's Securities Law Handbook Series described below , this handbook "is a basic guide to the registration, regulation, and compliance requirements imposed on advisers at the federal level by the Investment Advisers Act of The SEC Speaks is the course handbook from an annual continuing legal education session at which representatives of the Commission discuss its current initiatives and priorities for the coming year, as well as recent legislative, regulatory, and judicial developments.
Marc I. S, on Lexis Advance , and online. This treatise explains the "up-the-ladder" reporting requirements of the Sarbanes-Oxley Act and its associated rules and other federal and state laws affecting corporate and securities lawyers. It also provides advice for attorneys dealing with internal investigations, whistleblower complaints under Sarbanes-Oxley and Dodd-Frank, and conflicts of interest. A collection of more than fifty volumes on a variety of securities-related topics. Looseleaf volumes provide comprehensive treatment of topics, while softbound handbooks focus on narrower issues.
Steven Wolowitz, et al. KF This book addresses securities enforcement under state and federal statutes and the rules of self-regulatory organizations and provides practical advice for attorneys handling investigations by the SEC, the Department of Justice, and FINRA. Several chapters also cover the nuances of handling internal investigations. Internationally, cross-border regulation and anti-bribery statutes are addressed.
These examples are meant to illustrate the wealth of secondary sources available to securities law researchers. Many more treatises and handbooks can be found through the securities law practice pages on Bloomberg Law, Lexis Advance, and Westlaw described in part I. Some helpful catalog subject headings include:. Many general law journals e. In addition, several law journals focus specifically on business law topics, including securities law. This peer-reviewed journal published quarterly by the American Bar Association Section of Business Law includes articles on a variety of corporate and business law topics, including securities law, corporate governance, bankruptcy, and the Uniform Commercial Code.
Issues include scholarly articles, reports of ABA committees and subcommittees, and surveys of current law. This student-edited business law journal "examines current issues at the intersection of business and the law," and covers financial, securities, banking, bankruptcy, and tax law.
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A student-edited journal from Michigan State University of College of Law "dedicated to the advancement of legal scholarship in the business and securities law areas. Newsletters can help researchers stay on top of current developments in securities law. Examples include:. A monthly newsletter reporting on current civil and criminal cases on securities law issues such as fraud, shareholder class actions, whistleblowing, and accountant liability.
Selected pleadings are reproduced in the companion Emerging Securities Pleadings also on Lexis Advance. A monthly practitioner-oriented newsletter covering developments in state, federal, and international corporate and securities law. Securities Law News on Bloomberg Law.
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Daily coverage of current developments in federal and state securities law including enforcement, litigation, regulatory and legislative action, and industry news. This quarterly journal covers "significant trends in legislative, judicial, and regulatory activity" in securities law. A biweekly newsletter covering noteworthy state and federal securities cases, including shareholder suits, SEC enforcement actions, and criminal proceedings, as well as new legislation and regulations.
Selected case filings are reproduced at the end of each issue. Securities and business law websites and blogs offer researchers news, analysis of recent developments in securities regulation, and links to additional primary and secondary sources.
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Investopedia is a website intended to educate investors. It includes sections on investing, markets, and personal finance, as well as videos, tutorials, and a stock market simulator. Particularly useful to researchers is its dictionary, which includes about 1, investing, business, and finance terms. Jim Hamilton's World of Securities Regulation. This blog, started by the principal analyst for securities law at Wolters Kluwer, offers commentary on state, federal, and international regulation of securities and "seeks to highlight issues of particular importance to securities lawyers and their clients, and to encourage a dialogue, with emphasis on SEC rulemaking, industry trends, and the many curiosities that inhabit this world.
New York Times DealBook. This website, associated with the business section of The New York Times , provides news and analysis in the areas of mergers and acquisitions, investment banking, private equity, hedge funds, I. This plain-English research guide for investors and other members of the public explains and provides links to key securities statutes and SEC materials. SEC Actions. This blog by attorney Thomas Gorman provides commentary on SEC investigations, civil and criminal enforcement actions, class actions, and internal investigations.
It also includes a weekly roundup of securities litigation news.
Securities and Exchange Commission Historical Society. Described as a "virtual museum and archive," this free site is dedicated to sharing, preserving, and advancing knowledge of the history of financial regulation. It includes a timeline of regulatory developments, galleries of materials on specific topics, papers, broadcast programs, oral histories, and collections of photos, film, television, and radio. Wall Street Journal MoneyBeat. This blog from The Wall Street Journal covers markets stocks, commodities, credit, and currencies , deals, banks, private equity, hedge funds, and bankruptcy.
Primary sources of federal securities law include statutes, regulations and other administrative materials coming from the U. Current versions of all of the key federal securities laws described in Part I. In print, official and unofficial versions of the Code U. Stevens Federal Area. Securities laws are also reproduced selectively in many treatises and in annual pamphlet editions like Securities Regulation: Selected Statutes, Rules and Forms KF H, current edition on Reserve, earlier editions on level 2.
Online, unannotated versions of these laws are available free in the U. Code in the GPO's govinfo. The U. The version of the U.
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Each service also provides narrower databases containing only securities laws, accessible through the securities practice pages described in Part I. Researchers will find that securities lawyers usually refer to the section numbers of the principal securities acts i. Code sections. For example, they may refer to "section 10 b of the Exchange Act," instead of 15 U. These references can easily be converted to current U. Code cites through the use of Popular Name Tables in the official and unofficial versions of the U.
Code and through conversion tables available in many securities law treatises. Code by their principal securities act citations, as well as associated rules and interpretive releases.