Securities Regulation

This universally acknowledged work is of immense day-to-day value to the practitioner. The authors' analysis of all relevant statutes, plus thousands of cases and SEC administrative decisions and letters, definitively clarifies such questions as:

  • When does a note fall within the definition of a "security?"
  • How have the courts altered the express civil liability provisions of the federal securities laws?
  • Can the SEC impose additional ten-day suspensions on trading without notice?
  • Does scienter include reckless as well as intentional conduct?
  • And countless others, so that you're almost sure to find coverage of the "small point" on which your case may turn.

Now beginning its Fourth Edition, and kept current through regular supplementation, this treatise keeps pace with the ever-increasing volume of litigation by including comprehensive examination of recent developments and court cases. The Fourth Edition revision of this multi-volume set has thus far included revised Volumes I and II (and Vol. XI - the end matter Volume). Future new volumes will continue to incorporate, update, and replace existing Third Edition volumes of the set.

And with all its amazing depth and scope, Securities Regulation continues to be the current authority on all of today's issues, with detailed coverage of:

  • Executive Compensation and Related Person Disclosure Rules
  • E-Proxy Rules
  • The SEC's Securities Offering Reform
  • The Sarbanes-Oxley Act
  • NYSE and NASD corporate governance standards, which have been approved by the SEC
  • Internet securities trading
  • Margin accounts
  • The SEC's safe harbor initiatives
  • SRO voting rights standards
  • Regulation FD and selective disclosure of material non-public information
  • SEC amendments to the tender offer, proxy and merger rules
  • Arbitrability of securities disputes
  • And much more



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Joel Seligman is currently President of the University of Rochester. He was previously Dean and Ethan A.H. Shepley University Chair at Washington University School of Law in St. Louis, Missouri, and before that was Dean at the University of Arizona School of Law and Professor of Law at the University of Michigan. He received his J.D., cum laude, from Harvard Law School in 1971. He is the author of several books, including The Transformation of Wall Street: A History of the Securities and Exchange Commission and Modern Corporate Finance and the law school casebook Corporations: Cases and Materials.

Troy Paredes was confirmed in June 2008 as a Commissioner of the Securities and Exchange Commission. Troy Paredes worked on the Treatise and its Annual Supplements while a Professor of Law at Washington University School of Law before being sworn in and taking office as a Commissioner of the SEC. Before joining the Washington University faculty, Professor Paredes was a corporate and securities lawyer practicing in Los Angeles and San Francisco, California. He is presently a co-author of Fundamentals of Securities Regulation (with Louis Loss and Joel Seligman), and is the author of numerous articles on topics such as hedge funds, executive compensation, hostile takeovers, behavioral finance, and the board of directors.

The late Louis Loss had long been regarded as America's greatest authority on securities regulation. Since earning his LL.B. from Yale in 1937, he pursued an enormously successful career and influenced generations of lawyers through his teaching and writing. In 1952, after 15 years on the legal staff of the SEC he joined the faculty of Harvard Law School, where he as William Nelson Cromwell Professor of Law Emeritus. From 1987 to 9189 he served as Chairman of the New York Stock Exchange's Legal Advisory Committee. He was well known for his work as draftsman of the Uniform Securities Act and as the author of Securities Regulation, the treatise that defined the field when it was first published in 1951 and remains the leading treatise to this day.

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