LAW COURSE DESCRIPTIONS

LAW-2350 Securities Regulation Prof. Joseph Franco, 3 credits day; 3 credits evening.

This course provides an introduction to the federal securities laws, with particular attention focused on the registration, disclosure and liability provisions of the Securities Act of 1933 and the anti-fraud and the private securities litigation provisions of the Securities Exchange Act of 1934. The role of the Securities and Exchange Commission in administering and enforcing the federal securities laws is emphasized in the course. The course also provides an introduction to securities markets and the different roles and business motivation of issuers, investors and securities market participants. Faculty comments : Professor Franco's section of the course is designed to give students a broad survey and introduce students to two central concepts: prevention of fraud and the regulation of capital raising activities. The teaching style is primarily lecture-based with class participation strongly encouraged. Grading will be based on a two-part final exam (a take-home essay and an exam period multiple-choice test). Class participation is not graded and there is one mandatory ungraded exercise involving the internet and securities filings. The course does not address broker-dealer regulation, proxy regulation, international securities offerings, or tender offer regulation. When feasible, a guest speaker will typically lecture on an actual securities offering and the role of lawyers in that process.

Prerequisite: Corporations

Elective Course

Meets Base Menu Requirement

Meets Financial Services Concentration Requirements

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