GENERAL
US Securities Master Class
West Thomson Reuters. Presented by Craig Eastland to the OSC on Nov. 9, 2009.
Saved as an e-document in the Library catalogue.
United States Securities Law: A Practical Guide 3rd ed.
By Jim Bartos. Kluwer.
KF 1440 B37 2006
Offers a concise overview of US securities laws from the perspective of a non-US participant. Written for lawyers, managers, bankers, and anyone with an interest in the topic.
Table of Contents:
Introduction: The Framework for US Securities Regulation
Chapter 1: Public Offerings
Chapter 2: Offerings Exempt from SEC Registration
Chapter 3: Special Issues in Public and Private Offerings
Chapter 4: 1934 Act Registration and Integrated Disclosure Requirements
Chapter 5: Mergers and Acquisitions
Chapter 6: Market Regulation
Chapter 7: Listing and Trading
Chapter 8: Market Regulators and Market Participants
Chapter 9: Financial Instruments
How the U.S. Securities Industry Works 2nd ed.
By Hal McIntyre.
HG 4963 M354 2004
It starts with the pre-trade activities that are conducted by the individual and institutional investors and follows the progress of the different types of trades (incl. stocks, bonds & derivatives) to the past settlement activities that are required to service each position in the portfolio.
Securities Regulation 3rd ed.
By Louis Loss and Joel Seligman. Little Brown.
KF 1439 Z9 L6 1989
This is a classic treatise on securities law, providing an excellent overview of the history of securities regulation, the fundamental principles, and key U.S. cases. We also have a 1 volume consolidation of the 11 volume treatise called Fundamentals of Securities Regulation, 4th ed. 2001 that is updated by annual paper supplement.
Table of Contents:
1. Background of the SEC Statutes
2. Federal Regulation of the Distribution of Securities
3. Coverage of the Securities Act of 1933: Definitions and Exemptions
4. Protective Committee Reform: The Trust Indenture Act of 1939 and SEC Functions Under the Bankr. Code
5. “Control” Concepts Under the SEC Statutes
6. Registration and Postregistration Provisions of the 1934 Act
7. Regulation of the Securities Markets
8. Regulation of Brokers, Dealers, and Investment Advisers
9. Fraud
10. Manipulation
11. Civil Liability
12. Government Liability
13. SEC Administrative Law
14. Conflict of Laws, Procedural Aspects, and “Globalization”
Treatise on the Law of Securities Regulation 5th ed.
By Thomas Lee Hazen. Thomson West.
KF 1439 Z9 H39 2005 – 6 vols.
This 6 volume series is designed to provide a firm understanding of the basics of securities law and adequate guidance as to further sources for the more esoteric aspects of the law of securities regulation. A large portion of the treatise is devoted to discussion of the federal Securities Act of 1933 and the Securities Exchange Act of 1934. Last updated in 2008.
Securities Regulation in a Nutshell
By David L. Ratner and Thomas Lee Hazen. Thomson West.
KF 1439 Z9 R37 2005
This text summarizes the essential background and current status of each major area of federal securities law. It is designed for lawyers and law students who need an understanding of the basic content and organization of federal and state securities law.
Securities Law Handbook
By Harold S. Bloomenthal. Thomson West.
KF 1439 Z9 B56
Annual publication
This text provides an extremely detailed discussion of securities law in the United States. It started as a multi-volume textbook in 1977, and has been updated on an annual basis since then.
U.S. Master Federal Securities Law Guide 2007 Ed.
By Ted Trautmann and James Hamilton. CCH.
REF KF 1432 U17
This book functions as a ‘roadmap’ to the huge body of U.S. federal securities laws. The revised 2007 edition includes discussion of internal control over financial reporting, executive compensation disclosure reforms, and the new e-proxy rule.
Regulation of Securities: SEC Answer Book 3rd Ed.
By Steven Mark Levy. CCH.
KF 1439 Z9 L47
Using a question and answer format, this book provides answers to the most frequently asked questions on U.S. securities regulation. There is also access to the most commonly used rules, procedures, case law, and forms.
Broker-Dealer Law and Regulation 4th Ed.
By Norman Poser and James A. Fanto. CCH.
KF 1071 P67 2008+
This book provides reliable guidance on the current federal and state legislation governing private litigation and arbitration between broker-dealers and their customers, as well as regulation by the SEC and the SROs. The fourth edition includes expanded analysis of the technological advances in securities trading, and new chapters which cover the structure of the securities markets, and the regulation of broker-dealers in public offerings.
Overview of the SEC (Course Guide)
Global Securities Information, Inc.
This one-hour seminar focuses on the Securities and Exchange Commission (SEC) with emphasis on the Securities Act of 1933 and the Securities Exchange Act of 1934. You can access and download a full-text version of the guide to this seminar through the library catalogue.
The Financial Reporting Handbook
CCH.
This book pulls together all of the laws, regulations, and rules in the area of financial reporting. Prominent topics include the centrality of the audit committee, the individual responsibility of executives, and the integrity of the outside auditor.
Sarbanes-Oxley Manual: A Handbook for the Act and SEC Rules 2nd Ed.
CCH.
This work discusses the rules, studies, and listing standards associated with Sarbanes-Oxley, examining: audit committees, auditor independence, certification of corporate reports, Section 16 insider reporting, analyst’s conflicts of interest, and management’s assessment of internal controls.
Corporate Governance for Public Company Directors
CCH.
This book explains the roles boards play in giving strategic direction to the company, in reviewing proposed acquisitions and declaring dividends, as well as the difficulties they face in change of control situations.
Corporate Finance and the Securities Laws 4th Ed.
By Charles J. Johnson and Joseph McLaughlin. CCH.
KF 1428 J642 2007+
This book provides guidance and analysis on topics such as structuring corporate finance, deals, moving transactions through the regulatory process, and dealing with problems which can arise throughout the course of a deal.
Securities Regulation in Cyberspace 3rd Ed.
By Howard M. Friedman. CCH.
KF 2765 F74 2001+
This one volume loose-leaf explores how the latest issues technology affect U.S. securities laws. It functions as a guide to the legal and business implications of raising capital, managing investor relations, and trading securities online.
Dodd-Frank Wall Street Reform and Consumer Protection Act. Law Explanation and Analysis
CCH. Wolters, Kluwer, 2010.
KF 1439 Z9 A7 D63 2010
Provides comprehensive analysis of the new banking and securities legislation. Passed by the House of Representatives on June 30 and the Senate on July 15, it was signed into law by the President on July 21, 2010. This historic reforms will transform the way banks, broker-deals, hedge funds, investment advisors, credit ratings agencies, accountants, public companies - and attorneys who advise these entities – op
Creation of an independent Consumer Financial Protection Bureau;
New federal government power to wind down large, failing financial institutions;
Establishment of a ten-member Financial Stability Oversight Council to oversee system risks;
Strengthened regulation of financial holding companies;
Abolishment of the Office of Thrift Supervision;
The new Volcker Rule to limit the amount of money a bank can invest in hedge funds;
Provisions to discourage financial institutions from excessive risk-taking;
Ending of new lending under the Troubled Asset Relief Program;
Allowance of one-time audits by the Government Accountability Office of the Fed’s emergency lending activities during a crisis;
Establishment of the Federal Insurance Office to supervise most insurance products;
New stricter oversight provisions of over-the-counter derivatives market;
Additional new investor protections, including stricter oversight of credit rating agencies;
New securitization reforms and expanded SEC enforcement powers; and
Establishment of a federal standard for all home loans to ensure borrowers can repay their loans.
U.S. Securities Law for International Financial Transactions and Capital Markets 2nd ed.
By Guy P. Lander. Thomson West.
KF 1439 Z9 L36
This three volume loose-leaf text describes how foreign and U.S. companies can access the U.S. capital markets and conduct securities transactions abroad. It contains a description of the fundamentals of the U.S. securities laws and their international aspects. This treatise covers public offerings, listing securities in the United States, debt and sovereign offerings, private placements, reporting under the Exchange Act, corporate governance, accounting and financial statements, ADRs, Regulation S, global offerings, tender offers and business combinations, MJDS, broker-dealer regulation, investment adviser regulation and blue-sky law. It is updated on an annual basis.
ENFORCEMENT
SEC Enforcement Manual
http://www.sec.gov/divisions/enforce/enforcementmanual.pdf
Saved as an electronic document in our catalogue.
SEC Enforcement Process: Practice & Procedure in Handling an SEC Investigation after Sarbanes–Oxley
BNA CPS Portfolio: 2nd ed, 2004.
KF 1384 A6 B87 2004
Securities Investigations: Internal, Civil and Criminal 2nd ed.
Mayer Brown LLP. PLI, 2010+
KF 1440 Z9 S4537 2010
Includes substantive analysis of ’33 Act, ’34 Act, SOX, an examination of internal investigations, including SEC, DOJ and FINRA Guidance, attorney-client privilege and the work product doctrine, detailed review of types of securities investigations, cross-border regulation and Foreign Corrupt Practices Act, whistleblower protection under the Dodd-Frank Wall Street Reform Act.
White Collar Crime 2nd ed.
By Joel M. Androphy. Thomson West, 2010.
KF 9350 Z9 A932
This four volume loose-leaf provides complete and comprehensive discussion of federal white collar crime, including substantive laws, legal procedures, and evidentiary issues. Particular chapters of interest include Chapter 12, “Substantive Crimes: Securities Fraud,” and Chapter 46, “Substantive Crimes: Computer Crimes.”
White Collar Crime in a Nutshell 4th ed.
By Ellen S. Podgor and Jerold H. Israel. Thomson West.
KF 9350 Z9 P63 2009
This brief text offers a broad overview of white collar crime, including procedural and evidentiary issues. It covers specific offenses such as mail and bank fraud, securities fraud, obstruction of justice, bribery, the Racketeer Influenced and Corrupt Organizations Act (RICO), and computer crimes. It covers procedural topics such as those related to grand jury and administrative agency investigations, self-incrimination, and parallel proceedings. Also discussed are punishment and sanctions for white collar crimes.
MARKETS/EXCHANGES
Securities Offerings and Listings in the US: an overview for non-US Issuers
By Alexander F. Cohen et, all. IFLR, 2009 Update.
KF 1440 S43 C64 2009
Table of contents:
Key Statutes & concepts
Registered transactions – the registration process
Restrictions on publicity in connection with registered transactions
Free writing prospectuses and road shows
Key exemptions from Securities Act registration
Required financial statement disclosure
US Sarbanes-Oxley Act of 2002
Reporting by Shareholders – obligations of major shareholders to file Schedule 13D or 13G reports
Cross-border tender & exchange offers – Tier 1 and Tier II exemptions
Liability under the US federal securities law
Communications with research analysts, investors and the public
Non-financial disclosure requirements for Forms F-1, F-3 & Form 20-F
Automatic shelf registrations for WKSIs
NYSE quantitative listing criteria & corporate governance standards
NASDAQ quantitative listing criteria & corporate governance standards
U.S. Regulation of the International Securities and Derivative Markets 9th ed.
By Edward S. Greene, Edward J. Rosen, et al. CCH.
KF 1439 Z9 U183 2008
This two volume looseleaf text provides analysis of all types of cross-border securities offerings by U.S. and non-U.S. issuers. It covers all legislation which affects foreign participants in the American capital markets.
Securities and Derivatives Reform in 2010: A Guide to Legislation.
By CCH Attorney-Editor Staff. Wolters Kluwer.
KF 1439 Z9 S42 2010
This text provides comprehensive analysis of the securities, derivatives and corporate governance provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act. These historic reforms are transforming the way hedge funds, credit rating agencies, broker-dealers, investment advisers, futures commission merchants, clearing organizations, auditors and public companies—and the attorneys who advise these entities—must operate.
Offerings of Asset-Backed Securities
By John Arnholz and Edward E. Gainor. CCH.
KF 1428.5 A76 2006+
This book is the only detailed guide available on securities offering reform rules and their effect on asset backed securities offerings. It offers a step-by-step approach to spotting issues and solving problems, transaction-oriented advice from experienced practitioners, and insights into specific issues which frequently arise during transactions.
American Stock Exchange Guide
CCH.
This text is the official publication of the directory, constitution, and rules and policies of the Exchange and the American Stock Exchange Clearing Corporation
New York Stock Exchange Guide
CCH.
KF 1074 N3 N38 1984+
This three volume looseleaf gives complete, up-to-date information concerning the various facets of the New York Stock Exchange’s operations. It is updated on a monthly basis.
NASD Manual
CCH.
KF 1071 A35 N37 1993+
Published for the Financial Industry Regulatory Authority (FINRA), the NASD Manual is the most up-to-date source of information regarding the organization. It includes subsidiary by-laws, marketplace and membership rules, notices to members, and relevant SEC rules.
HISTORICAL
Blue Sky Law
By Louis Loss & Edward Cowett. Little Brown (Boston) 1958
KF 1084 S6 L682 1958
A survey of ‘Blue Sky Law’ as it is administered and practiced throughout the US in terms of state regulation of securities. This text is one of the end products of a 1954 Harvard Law School study of State Securities Regulation.
Transformation of Wall Street: A History of the Securities and Exchange Commission and Modern Corporate Finance 3rd ed.
By Joel Seligman. Aspen Publishers (New York) 2003
HG 4910 S4 /2003
This book offers an in-depth look at the history of the SEC’s origins, accomplishments, and failings since its creation in 1934; the third edition covers up to 2001, the end of Arthur Levitt’s Chairmanship, with a treatment of auditing issues through the enactment of the Sarbanes-Oxley Act (July 2002).
Table of Contents:
1.After the Crash
2.Frankfurter’s Turn
3.“A Perfect Institution”
4.Moley’s Man
5.James Landis and the Administrative Process
6.The Man who Got Things Done
7.The End of the New Deal
8.The Public Utility Holding Company Commission
9.The Budget Bureau’s SEC
10.Revitalization Under Carey
11.The Midlife Crisis of the SEC
12.An Unfinished Agenda
13.The Triumph of the Staff
14.Full Circle
"--good people, important problems and workable laws" : 50 years of the U.S. Securities and Exchange Commission
By the SEC 1984.
KF1444 .G656 1984
