Details

Securities Regulation

FOR MR. HORWICH: This course examines the regulation of the distribution of securities under the U.S. Securities Act of 1933 and the reporting and disclosure requirements under the Securities Exchange Act of 1934. These subjects include an examination of the operation of the Securities and Exchange Commission, the definition of "security," securities law disclosure requirements, the registration of securities for public sale, the exemptions from the registration requirements of the 1933 Act, and the federal proxy rules. The course also includes a review of the anti-fraud provisions of the 1933 and 1934 Acts, including Section 11 and Rule 10b-5. It also examines the Sarbanes-Oxley Act of 2002, with particular emphasis on the responsibilities of corporate boards of directors and lawyers. The course does not include an in depth treatment of the business structure and negotiation of securities transactions. The focus, rather, is on the fundamentals of securities regulation that underlie securities transactions. The course is essential for any student intending to advise clients regarding raising capital and disclosure requirements in both public and private transactions. There are no prerequisites for this Securities Regulation course. It is intended to follow the course in Business Associations or Corporations (KSM), but may be taken concurrently with either of those courses. Many students will want to follow this course with the course Securities Law Civil Liability and Enforcement, which provides detailed coverage of federal securities law anti-fraud regulation, class actions, and enforcement of the federal securities laws by the Securities and Exchange Commission. This section is NOT an open elective. Text: Cox et al., Securities Regulation. (6th Edition, 2009); Cox et al., Selected Statutes, Rules and Forms (2010). [N.B. There is a 2010 case supplement for the casebook, but it is not required and has not been ordered for stocking at the bookstore. Supplementary material will be provided on the course Blackboard.] Teaching Method: Lecture and discussion Evaluation method: Open book final examination, attendance, and class participation


Catalog Number: BUSCOM 620
Practice Areas: Business, Corporate,Trans Area
Additional Course Information: Required for Business Concentrion


Course History

Spring 2014
Title: Securities Regulation
Faculty: Horwich, Allan (courses  |  homepage)
Section: 1     Credits: 4.0
Capacity: 65     Actual: 65



Spring 2014
Title: Securities Regulation
Faculty: O'Hara, Kevin J P
Section: 2     Credits: 4.0
Capacity: 65     Actual: 33



Fall 2013
Title: Securities Regulation
Faculty: Horwich, Allan (courses  |  homepage)
Section: 1     Credits: 4.0
Capacity: 65     Actual: 58



Spring 2013
Title: Securities Regulation
Faculty: Horwich, Allan (courses  |  homepage)
Section: 1     Credits: 4.0
Capacity: 65     Actual: 0



Spring 2013
Title: Securities Regulation
Faculty: O'Hara, Kevin J P
Section: 2     Credits: 4.0
Capacity: 65     Actual: 0



Fall 2012
Title: Securities Regulation
Faculty: Horwich, Allan (courses  |  homepage)
Section: 1     Credits: 4.0
Capacity: 59     Actual: 55



Spring 2012
Title: Securities Regulation
Faculty: Horwich, Allan (courses  |  homepage)
Section: 1     Type: Lecture     Credits: 4.0
Capacity: 65     Actual: 0



Spring 2012
Title: Securities Regulation
Section: 2     Type: Lecture     Credits: 4.0
Capacity: 65     Actual: 0



Fall 2011
Title: Securities Regulation
Faculty: Horwich, Allan (courses  |  homepage)
Section: 1     Type: Lecture     Credits: 4.0
Capacity: 59     Actual: 55



Spring 2011
Title: Securities Regulation
Faculty: Horwich, Allan (courses  |  homepage)
Section: 1     Type: Lecture     Credits: 4.0
Capacity: 65     Actual: 65



Fall 2010
Title: Securities Regulation
Faculty: Kim, Young (courses  |  homepage)
Section: 1     Type: Lecture     Credits: 4.0
Capacity: 65     Actual: 28



Fall 2010
Title: Securities Regulation
Faculty: Horwich, Allan (courses  |  homepage)
Section: 2     Type: Lecture     Credits: 4.0
Capacity: 61     Actual: 53