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Since the enactment of the first federal securities statute in 1933, securities law has illustrated key shifts in the Supreme Court's jurisprudence. During the New Deal, the Court's securities law decisions shifted almost overnight from open hostility toward the newly-expanded administrative state to broad deference to agency expertise. In the 1940s, securities cases helped build the legal foundation for a broadly enabling administrative law. The 1960s saw the Warren Court creating new implied rights of action in securities law illustrative of the Court's approach to statutes generally. The stage seemed set for the rise of "federal corporate law." The Court swiftly reversed itself, however, with Justice Lewis F. Powell, Jr. leading the effort to confine the reach of the securities laws. Powell succeeded in imposing a strict constructionism in securities law that never quite took hold in criminal or constitutional law. When there was a significant shift for the Court, securities law was prominent—at least until Powell's retirement. Since then, the Court has meandered in its approach to securities law, its decisions neither expansive nor restrictive. The Court's docket in this space has become a random walk of indifference. What is the future of securities law in the Supreme Court? We doubt that securities law's bellwether status during its early days is likely to recur. The Securities and Exchange Commission, a groundbreaking agency of the 1930s, now seems like a small cog in a much larger administrative machine. Without prompting from the SEC, it is quite possible that the Court will continue to meander in the field of securities law. The Court— which Franklin Delano Roosevelt populated with appointees having front-line experience writing the securities statutes, running the SEC, or defending the constitutionality of the securities laws—has not had a member with any direct experience with securities law for more than thirty years. If the Court's spotlight were to shine again on securities, we suggest it might well be a Chevron question of the SEC's authority. Proponents of corporate social responsibility could push the boundaries of the securities laws beyond the SEC's historical focus on disclosure. Such a move could also be met by a federalism challenge to securities law preempting the field of state corporate law. These possibilities might once again put securities law at the center of the Court's work to develop the law of the administrative state.

1.Overview and introduction to terminology --2.Law's role in the building of an integrated EU securities market --3.The regulatory process for securities law-making in the EU --4.The centrality of disclosure as a regulatory strategy --5.Issuer disclosure --6.Institutional supervision of issuer disclosure within the EU --7.Regulatory competencies : the end of exchange-based regulation and supervision of issuers in the EU?

This Article posits that the essential role of securities regulation is to create a competitive market for sophisticated professional investors and analysts (information traders). The Article advances two related theses-one descriptive and the other normative. Descriptively, the Article demonstrates that securities regulation is specifically designed to facilitate and protect the work of information traders. Securities regulation may be divided into three broad categories: (i) disclosure duties; (ii) restrictions on fraud and manipulation; and (iii) restrictions on insider trading-each of which contributes to the creation of a vibrant market for information traders. Disclosure duties reduce information traders' costs of searching and gathering information. Restrictions on fraud and manipulation lower information traders' cost of verifying the credibility of information, and thus enhance information traders' ability to make accurate predictions. Finally, restrictions on insider trading protect information traders from competition from insiders that would undermine information traders' ability to recoup their investment in information. Normatively, the Article shows that information traders can best underwrite efficient and liquid capital markets, and, hence, it is this group that securities regulation should strive to protect. Our account has important implications for several policy debates. First, our account supports the system of mandatory disclosure. We show that, although market forces may provide management with an adequate incentive to disclose at the initial public offering (IPO) stage, they cannot be relied on to effect optimal disclosure thereafter. Second, our analysis categorically rejects calls to limit disclosure duties to hard information and self-dealing by management. Third, our analysis supports the use of the fraud-on-the-market presumption in all fraud cases even when markets are inefficient. Fourth, our analysis suggests that in cases involving corporate misstatements, the appropriate standard of care should, in principle, be negligence, not fraud.

"The third edition of this popular textbook offers several new updates. The book presents the basics of fixed-income securities. It requires a minimum of prerequisites. The author presents a coherent theoretical framework for understanding all basic models. The author's pricing model is widely used in today's securities industry."

The 1990s witnessed more than any other decade the 'struggle' to balance high standards and professional reputation with the pursuit of profitable opportunities in competitive markets. 'Emerging securities markets' have not been left out of these pressures. This thesis attempts to focus generally on the legal, regulatory and institutional environments for investments in African emerging securities markets, with a particular emphasis on the Nigerian securities industry. Within this framework, the primary focus will be on the extent to which the Nigerian securities legislation provides for the protection of investors and market integrity in the Nigerian capital market. Noteworthy is the fact that these 'new frontiers' in most instances adopt regulatory norms and structures applicable to more developed markets, with little cognisance of their peculiar environmental and operational contexts. My study also attempts to determine how far the Nigerian securities industry can best adopt, and benefit from, established ethical practices in the more mature and developed Canadian securities industry, in hopes of avoiding otherwise negative consequences in the course of Nigeria's development and potential enormous growth in both its institutions and its laws. (Abstract shortened by UMI.)

The municipal securities industry, an important segment of the national capital markets, directly affects both the quality of life and the pace of community development throughout the nation. Municipal securities, broadly defined to include all debt securities issued or guaranteed by the states and their political subdivisions,' are the vehicle by which states, their agencies, and local governments finance both long- and short-term debt requirements. In calendar 1975, for example, the municipal securities industry raised approximately 29.2 billion dollars in long-term issues. In 1973, 8,147 long- and short-term issues raised almost 48 billion dollars, or approximately one-quarter of all direct expenditures of state and local governments for that year. Aid from the federal government for the same year was 39 billion dollars.

The book provides an analysis of the emergence, evolution, and transformation of transnational securities regulation and of the influences from and the interactions between global regulatory powers in the field. Combining insights from law and political science, the work employs a two-tier complementary "on-the-books" and "in-action" approach. The more classical "on-the-books" approach draws on scholarship in United States and European Union securities regulation; transnational regulation and global administrative law; regime complexity; global governance studies; and the regulatory production of the International Organisation of Securities Commissions (IOSCO). The law in-action approach leverages the authors experience as Compliance senior professional in a multinational financial institution as well as research interviews with senior IOSCO staff. The authors findings enable the reader to develop an original understanding of IOSCO, its standards, and its unique place in the transnational regulatory arena. They also challenge the doxa that the US are the only driving regulatory power in the securities area when in fact, other regulatory powers are emerging for the time being, the EU. The balance has shifted and regulatory compromises are achieved at different points in the rule making process.