Blue sky mysteries of the National Securities Markets Improvements Act
Article Abstract:
The National Securities Markets Improvement Act (NSMIA) reallocates securities regulation between the SEC and the states, but it leaves some technical issues and issues of interpretation unresolved. The NSMIA preempts state registration requirements for certain classes of securities, particularly those traded in national markets. The NSMIA also identifies that all investment advisers with $25 million or more in assets under management will be subject to exclusive SEC regulation and that the states will have exclusive authority over all others.
Publication Name: Securities Regulation Law Journal
Subject: Law
ISSN: 0097-9554
Year: 1997
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The "synthetic sale of business" doctrine
Article Abstract:
The US Supreme Court has rejected the notion of fraud liability in certain share sales of businesses. The Second Circuit's 1996 Harsco decision is an stronger rejection of this concept, encompassing both federal and state securities laws. The six elements involved in the so-called synthetic sale of business doctrine are discussed.
Publication Name: Securities Regulation Law Journal
Subject: Law
ISSN: 0097-9554
Year: 1998
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