Essays on Securities Act

QUESTION 1.

Gold Mine raised the following defenses. Assess the viability of each defense: That the offering was a private placement exempt from registration based on Section 4(2) of the Securities Act. Gold Mine may argue that it is exempt from the registration process. Section 4(a)(2) exempts transactions from registration if they do not involve a public offering. Gold Mines offering through the use of the PPM were directed at particular individuals rather than to the general public. Irving may argue that the over 1,000 professionals constituted a general public offering but likely this will not hold ...

INTRODUCTION

Martha Stewart was indicated for Securities Fraud. However, she was acquitted of the charges, but instead found guilty of obstruction of justice and making false statements. As a result of the finding of guilt, she served five months in federal prison. There are many opinions concerning the evidence presented in the case against Martha Stewart for violation of the Securities Act. Some legal scholars claim that she was guilty of insider trading while others claim the court properly found the evidence lacking and her actions not in violation of the securities law. Presented in this paper are two scholarly ...

Question 1(a)

According to section 2 (a) (1) of the Securities Act 1933, a security includes a note, stock, investment contract, certificate of interest or participation in any profit- sharing agreement, collateral trust certificate, any interest or instrument commonly known as "security", or any certificate of interest in participation in, and so on. Section 5 of the Securities Act provides for the mandatory registration of a "security" and a registration statement in effect, failure to which, it would be unlawful for any person or individual to offer the security for sale to the public. The case of Securities Exchange Commission v ...