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Business Law
Chapter 41
7
Business
Undergraduate 4
04/07/2010

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Cards

Term
4 divisions of the SEC
Definition
  1. Corporate Finance
  2. Market Regulation
  3. Investment Management
  4. Enforcement
Term
The Securities Act of 1933
Definition
  • Governs IPO's
  • includes securities, derivatives, notes, CD's, interests in mineral or oil rights, and investment contracts
Term
Investment Contracts include (4 items) 
Definition
  1. An investment
  2. in a common enterprise
  3. reasonably expecting profits
  4. derived primarily or substantially from others' managerial or entrpreneurial efforts.
Term
The Securities Exchange Act of 1934
Definition
  • Provides regulation and registration of security exchanges (NYSE), brokers, dealers, etc.
  • Requires continuous disclosures by pulically held companies and regulates subsequest trading.
  • Applies to companies with assets of more than $10 million and more than 500 shareholders.
Term
Section 10(b) of the securities exchange act of 1934
Definition
Prohibits the use of any manipulative or deceptive device in violation of SEC rules and regulations.
Term
10b-5
Definition
Prohibits the commission of fraud in connection with the purchase or sale of any security.  It takes affect even if a company is not have securities registered under the 1933 act.  Must have federal jurisdiction like when mail, stock exchange facilities, or interstate commerce are used.
Term
Insider Trading
Definition
No information that is not readily available to the public can be used to gain an unfair advantage in stock trade transactions.  It applies to anyone that has this info, not just "insiders" of the company.
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