Newsletters

Qualification Examinations for Persons in the Securities Industry

Persons who wish to enter the securities industry to sell or trade securities must pass an initial examination in order to be eligible to register with a self-regulatory organization such as the New York or American Stock Exchanges or Nasdaq.

The Rule 504 Exemption From Registration Requirements For Small Securities Offerings

Prior to offering and selling its stock to the public, a company normally must prepare and file with the Securities and Exchange Commission a detailed registration statement containing a prospectus with audited financial statements for distribution to potential purchasers and other information for review by Commission staff. However, there are exemptions from such registration requirements for certain categories of offerings that are small in value or sold to restricted categories of purchasers.

Federal Antitrust Actions by States

States are "persons" within the meaning of the Clayton Act and are entitled to bring actions on their own behalf for damages resulting to State property from violation of provisions of federal antitrust laws. For example, a state may bring a federal antitrust action for treble damages against companies that agreed on what bids would be made on a state construction project.

Independent Director Requirements for Companies on the New York Stock Exchange

Independent directors must make up the majority of the board of directors of any company listed on the New York Stock Exchange, according to NYSE Rule 303A.01. The board of directors of each company on the Exchange is responsible for determining that each of the listed company's independent directors meets criteria for independence.

Rulemaking by the Securities and Exchange Commission

Federal agencies adopt rules to implement laws. Following the stock market crash in 1929, laws were passed to reform securities markets and to broaden the amount and accuracy of information to be made available to investors by issuers of securities. Those laws included the Securities Act of 1933, the Securities Exchange Act of 1934, and the Investment Company Act of 1940. The more recently enacted Sarbanes-Oxley Act of 2002 provided additional requirements for corporate governance and disclosure of information.