Securities and Federal Corporate Law, 2d (Vols. 3, 3A, 3B, 3C, 3D, 3E, 3F, 3G, 3H, and 3I Securities Law Series)

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This comprehensive treatise set gives you access to every aspect of securities law and regulation. It complements primary reporter services and online databases, and includes cites to Westlaw®, CCH services, CFR, USCA®, and relevant primary law. This edition has been reorganized to integrate recent developments, discussing topics such as the Dodd-Frank Wall Street Reform and Consumer Protection Act; the impact of the financial crisis on executive compensation; corporate governance and reporting obligations; the Sarbanes-Oxley Act, PCAOB, and corporate governance; the public offering process; Rule 144A and private placements; registration and reporting under the Exchange Act; proxy regulation; tender offers; the Private Securities Litigation Reform Act; and more.

Features

Recent updates including matters concerning the Dodd-Frank Act
Mortgage-backed securities actions
Supreme Court decisions regarding Sarbanes-Oxley, extraterritorial application of anti-fraud provisions, and other areas
Executive compensation trends and changes in reporting obligations
International trends in stock market competitiveness
Rule 144 developments
Developments in the SEC agenda

Summary of contents
Replacement pages

Volume 3
1. Introduction and Perspective
2. Securities, Exempted Securities, and Some Key Definitions
3. Exempt Transactions - Regulation D, Rule 147, and Rule 144
4. Rule 144A and PORTAL Market
Volume 3A
1. Integrated Disclosure System
2. Integrated Disclosure and Small Issuer Financing
3. Exchange Act Registration and Reporting
4. The Distribution Process
Volume 3B
1. Securities Act Registration
2. EDGAR
3. Trust Indenture Act
4. Responsibility and Liability in the Registration-Distribution Process
5. Rule 10b-5, Implied Remedies
6. Secondary Liability
Volume 3C
1. Safe Harbors for Forward-Looking Statements - The PSLRA, the SEC, and Bespeaks Caution
2. Private Securities Litigation and the PSLRA
3. Statutes of Limitations Under the Securities Acts
4. Unstructured Disclosures and the Duty to Disclose
5. Insider Trading
Volume 3D
1. Enforcement Actions and Securities Violators
2. Insider Trading and Section 16(b)
3. Fraud on Shareholders and the Federal Securities Laws
4. Securities Markets, Broker-Dealers, and Market Makers
Volume 3E
1. Proxy Regulation
2. Tender Offers and Take-Overs
3. State Securities Registration
Volume 3F
1. International Capital Markets and Securites Regulations
2. Euro-Security Financings
3. Forms
4. Public Company Accounting Oversight Board, SEC, FASB and Regulation of Public Accountants
5. Professional Responsibility of Attorneys
Volume 3G
- Appendix A1 Private Securities Litigation Reform Act of 1995
- Appendix A2 H.R. 1058 as Amended by Senate
- Appendix A3 S. 240 as Reported out of Banking Committee
- Appendix A4 H.R. 1058 as Passed by House
- Appendix B1 Satement of Managers' Conference Report
- Appendix B2 President's Veto Message
- Appendix B3 Debate in Senate on S. 240
- Appendix B4 Debate in Senate on H.R. 1058 Reported by Conference Committee
- Appendix B5 Debate in Senate to Override President's Veto
- Appendix B6 Debate in House to Override President's Veto
- Appendix B7 Debate in House on H.R. 1058 as Reported by Conference Committee
- Appendix B8 Debate in House on H.R. 1058 Congressional Record: March 7, 1995
Volume 3H
- Appendix C1 National Securities Markets Improvement Act of 1996
- Appendix C2 Senate Floor Remarks (October 3, 1996)
- Appendix C3 House Floor Remarks
- Appendix C4 Senate Floor Remarks (October 1, 1996)
- Appendix C5 Conference Report
- Appendix C6 S. 1815 as Passed by Senate
- Appendix C7 Floor Remarks on S. 1815 Prior to Passage by Senate
- Appendix C8 Senate Report 104-293
- Appendix C9 H.R. 3005 as Passed by House and House Debate
- Appendix C10 House Report 104-622
- Appendix C11 Testimony of Barray Barbash (excerpts)
- Appendix D1 Sec. Act. Release No. 7233 (Oct. 6, 1995)
- Appendix D2 Use of Electronic Media - Interpretive Release II
- Appendix D3 SEC Report on Techno

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