What is Section 27 of the Securities Act?
Section 27 of the Securities Exchange Act of 1934 provides that federal courts "shall have exclusive jurisdiction" over "violations of [the Act] or the rules and regulations thereunder, and of all suits in equity and actions at law brought to enforce any liability or duty created by [the Act] or the rules and ...
The heart of the safe harbor is section 27A(c)(1)(A)(i), which provides that a company "shall not be liable with respect to any forward-looking statement, whether written or oral, if and to the extent that the forward-looking statement is identified as a forward-looking statement, and is accompanied by meaningful ...
Section 24 of the Securities Act of 1933 provides for fines not to exceed $10,000 and a prison term not to exceed five years, or both, for willful violations of any provisions of the act.
Section 22 of the Securities Act grants concurrent jurisdiction over claims by private plaintiffs to the federal and state courts and prevents defendants from removing to federal court cases brought in state court.
It requires companies that sell stocks or bonds to the public to disclose certain information, such as their assets, financial health, executives, and a description of the security being sold. It is now one of many laws that control securities offerings in the United States.
Section 28(e) addresses this conflict by permitting money managers to pay more than the lowest commission rate (sometimes referred to as “paying up”) to obtain brokerage and research services, so long as they make a good faith determination regarding the reasonableness of commissions paid.
Section 10A requires, among other things, that the auditor of a registrant's financial statements report to the registrant's board of directors certain uncorrected illegal acts of the registrant, and that the registrant notify the Commission that it has received such a report.
Section 17(a) is a key anti-fraud provision in the Securities Act. It provides for liability for fraudulent sales of securities.
Covered securities under Section 18(b) of the Securities Act are exempt from state law registration requirements. The Commission also is amending Rule 146 to reflect name changes of certain exchanges referenced in the Rule.
Under Section 15 of the Securities Exchange Act of 1934, most "brokers" and "dealers" must register with the SEC and join a "self-regulatory organization," or SRO.
What is Section 20 of the Securities Act?
Wherever communicating, or purchasing or selling a security while in possession of, material, nonpublic information would violate, or result in liability to any purchaser or seller of the security under any provision of this chapter, or any rule or regulation thereun- der, such conduct in connection with a purchase or ...
Thus, if an employee violates a provision of the Exchange Act, the employer could be held liable. Similarly, if an individual encourages another to violate a provision of the Exchange Act, that individual could be held liable.
Section 21(a) of the Securities Exchange Act of 1934 authorizes the SEC Ito publish information" relating to any securities law violations that it discovers.
Section 11 refers to Section 11 of the Securities Act, formally 15 U.S.C. § 77k, which allows purchasers of a security in a public offering to bring a civil action against the issuer, underwriter, or anyone who signed or helped prepare the registration statement for any misrepresentations in the registration statement.
Section 12(2) of the Securities Act of 1933 provides a securities purchaser with an express cause of action against his seller if the purchaser can establish that the seller used interstate commerce or the mails to offer or sell a security by means of a written or oral communication which misstated or omitted to state ...
7. SECURITIES LAWS STUDY. AN ACT To provide for the regulation of securities exchanges and of over-the- counter markets operating in interstate and foreign commerce and through the mails, to prevent inequitable and unfair practices on such exchanges and markets, and for other purposes.
Section 31 of the Exchange Act requires the SEC to annually adjust the fee rates applicable under Section 31 and, in some circumstances, to make a mid-year adjustment, after consultation with the Congressional Budget Office and the Office of Management and Budget.
Section 36 of the Securities Exchange Act of 1934 (Exchange Act) authorizes the Commission, by rule, regulation, or order, to exempt, either conditionally or unconditionally, any person, security, or transaction, or any class or classes of persons, securities, or transactions, from any provision or provisions of the ...
Sections 13(d) and 13(g) of the Exchange Act require any person or group of persons who directly or indirectly acquires or has beneficial ownership of more than 5% of a class of an issuer's Section 13(d) Securities (the “5% threshold”) to report such beneficial ownership on Schedule 13D or Schedule 13G, as appropriate.
Specifically, among other things, Section 5(a) of the Securities Act makes it unlawful to sell a security unless a registration statement with respect to such security has become effective.
What is Section 9 of the Securities Act?
Section 9 also contains provisions that prohibit manipulation through false or misleading predictions about price movement or other misinformation about a security, short selling, pegging, fixing or stabilizing of securities in violation of SEC rules, or trading in security-based swaps,27 as well as provisions ...
Rule 134 of the Securities Act is a safe harbor that permits an issuer to make a public announcement during the waiting period (the period after filing the registration statement).
According to Section 16, anyone who is directly or indirectly a beneficial owner of more than 10% of a company, or any director or officer of the issuer of such a security, is required to file the statements required by Section 16.
Section 171 of the Securities Act (the “Act”) is a powerful provision that provides the British Columbia Securities Commission (the “Commission”) with the discretion to make an order revoking or varying a decision the Commission or Executive Director has made under the Act – as long as it is not prejudicial to the ...
78n(a) (1964) (hereinafter cited as Exchange Act)], and the SEC proxy rules: The purpose of § 14(a) is to prevent management or others from obtaining authorization for corporate action by means of deceptive or inadequate dis- closure in proxy solicitation.