Topics cover Rule 10b-5 and other antifraud provisions and combines scholarly analysis with practical suggestions for handling investigations, enforcement actions, arbitrations, civil proceedings, and class actions. Features include analysis of civil actions arising out of the Bernard Madoff ponzi scheme including actions against accountants for Madoff feeder funds and actions against banks, use of wiretaps for insider trading investigation and enforcement, whistleblower anti-retaliation, protections under Sarbanes-Oxley Act of 2002 and under the Dodd-Frank Act of 2010, the Foreign Corrupt Practices Act (FCPA) and DOJ and SEC actions.
The Financial Industry Regulatory Authority (FINRA) is an independent, nongovernmental organization that writes and enforces the rules governing registered brokers and broker-dealer firms in the United States. Its stated mission is "to safeguard the investing public against fraud and bad practices." It is considered a self-regulatory organization. FINRA is the single largest independent regulatory body for securities firms operating in the United States. FINRA oversees more than 3,700 brokerage firms, 155,000 branch offices, and nearly 630,000 registered securities representatives, as of 2019. FINRA regulates the trading of equities, corporate bonds, securities futures, and options. Unless a firm is regulated by a different self-regulatory organization, it is required to be a FINRA member firm to do business.
Coverage includes the definition of “security,” registration and disclosure obligations under the Securities Act of 1933, exemptions from registration, reporting obligations under the Securities Exchange Act of 1934, the proxy rules, tender offer regulation, and civil liabilities. It treats broker-dealer regulation, market regulation, and the administrative role of the SEC, as well as proxy rules, insider trading, the Investment Company Act and the Investment Advisers Act and includes discussion of market regulation and the role of FINRA.
This multi-volume work discusses basic securities regulation issues and provides specifics on a variety of topics, including registration requirements, process of registration, exemptions from and liabilities under the Securities Act, registration and reporting requirements, shareholder suffrage, corporate takeovers, and civil liability. It first provides a general review of the law, then outlines each item in detail.