News & Analysis as of

Securities Act of 1933 Rule 10b-5 Securities Exchange Act of 1934

The Securities Act of 1933 is a United States federal statute enacted in response to the stock market crash of 1929 and the ensuing Great Depression. The Act has two primary purposes: 1) to give investors better... more +
The Securities Act of 1933 is a United States federal statute enacted in response to the stock market crash of 1929 and the ensuing Great Depression. The Act has two primary purposes: 1) to give investors better access to material information prior to investing 2) ensure that transactions are not based on fraud. In order to effectuate its dual goals, the Act requires that any offer or sale of securities is registered with the SEC. less -
Freiberger Haber LLP

Enforcement News: Affinity Fraud and Ponzi Schemes in the News Again

Freiberger Haber LLP on

Ponzi schemes and affinity fraud frequently overlap because both exploit trust and social interactions to operate effectively. A Ponzi scheme relies on a continuous stream of new investors to pay returns to earlier...more

Woodruff Sawyer

Lesser-Known Securities Law Theories and D&O Risk

Woodruff Sawyer on

Most federal private securities litigation is brought under Section 10(b) of the Exchange Act and Section 11 of the Securities Act. These two provisions are responsible for most of the big-ticket securities class actions that...more

Freiberger Haber LLP

Enforcement News: SEC Charges Wisconsin Resident and The LLCs That He Owns and Controls with Perpetrating a Real Estate Affinity...

Freiberger Haber LLP on

On August 1, 2025, the Securities and Exchange Commission (“SEC”) announced (here) that it charged a Wisconsin resident and three limited liability companies that he owns and controls – Investors Capital LLC, Global Investors...more

Alston & Bird

Court Watch: Certiorari Petitions Raise Questions on Materiality and Tracing

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Our Securities Litigation Group examines two potential Supreme Court cases with important potential implications for defendants facing federal securities law claims....more

Carlton Fields

Supreme Court Clarifies That No Private Cause of Action Exists Under Rule 10b-5 for Pure Omissions, Only Uncorrected Half-Truths

Carlton Fields on

On April 12, 2024, the U.S. Supreme Court issued its opinion in Macquarie Infrastructure Corp. v. Moab Partners, L.P., resolving a circuit split among the Second, Third, and Ninth Circuits over whether plaintiffs could pursue...more

Seyfarth Shaw LLP

Supreme Court Narrows Securities Fraud Exposure

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The Supreme Court recently took away an often-used weapon by shareholder plaintiffs in securities fraud cases, ruling that “pure omissions” from periodic SEC filings (absent any other duty to disclose) are not actionable...more

Winstead PC

SEC and DOJ Go On An Insider-Trading Enforcement Spree

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Last week, the U.S. Securities and Exchange Commission brought five insider-trading cases against a slew of individuals. The U.S. Attorney’s Office for the Southern District of New York also announced parallel criminal...more

Goodwin

SEC Charges SPAC, Sponsor, Target, and CEO Over Misleading Proposed de-SPAC Transaction Disclosures

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On July 13, 2021, the U.S. Securities and Exchange Commission announced charges against special purpose acquisition corporation Stable Road Acquisition Company, its sponsor SRC-NI, its CEO Brian Kabot, the SPAC’s proposed...more

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