Federal Securities Laws

In the 1920s, companies often sold stocks and bonds based on shiny profit promises without revealing meaningful information to investors. After the stock market crash in 1929, the US Congress enacted the federal securities law and established the SEC to manage them.

If a company wishes to buy or sell its securities, there are two main sets of effective federal securities laws.

The Securities Act regulates the sale and purchase of US securities. Unless the issue is subject to registration exemption, the Securities Act requires the Company to submit a registration statement containing information pertaining to itself, securities provided and provision. The SEC staff selectively considers the registration statement, but the SEC does not evaluate the merit of securities offering, and whether the securities provided are "good" investment or suitable for a particular type of investor I will not judge. The registration statement MUST be declared "valid" before it can be used to complete the sale to investors. This process is described in detail in "Public".

Enable to buy and sell securities without registration of the US Securities and Exchange Commission - when certain conditions of these exemptions are fulfilled - the Securities Act provides for various exemptions. These "exemptions" are explained according to the registration requirements of "exemption application form".

The "Transaction Law" requires that companies with valid registration statements or certain criteria periodically report business management, financial condition and management information. These companies must submit periodic reports and other information to the SEC. In some cases, companies have to provide information directly to investors. I will explain these obligations by "Listing".

It is illegal to offer or sell securities in the United States under the federal securities law, except for exemptions on offer and sale under federal securities law, or based on valid registration notices submitted to the Securities and Exchange Commission is. According to federal law, the guarantee is "investment contract". In federal law, it is obliged to deliberately act, manage, manage, supervise, instruct or possess all or part of the account transfer business not authorized by state law and federal law, ie "unlicensed direct debit business" It is. "It is clear that some direct token pre-sales may be characterized as an unlicensed currency transfer service.

Securities regulations focus on the common stock market. Securities and state law regulate securities. After the Great Depression, Congress enacted the first federal securities law, the federal securities law in 1933. This regulates public offering and sale of securities in interstate transactions. The law also prohibits the provision or sale of securities not registered with the Securities and Exchange Commission and requires disclosure of specific information to potential securities purchasers.

Before the enactment of the federal securities law and the establishment of the US Securities and Exchange Commission, there was a so - called blue sky law. They are enacted and enforced at the state level and regulate the issuance and sale of securities to protect the public from fraud. The details of these laws vary from state to state, but they all require the issuance and sale of all securities and the registration of each US securities company and brokerage firm. However, these blue sky laws are generally considered invalid. For example, the Investment Banker Association said that it can "ignore" the Blue Sky Act by mailing it through securities in the state to the Member States as early as 1915. After a hearing on inter-state fraud (commonly known as the Pecora committee) passed the Securities Act of 1933 (15 U.SC § 77 a) regulating the sale of interstate securities in Congress. Original question)