Abstract
Regulating securities offerings entails balancing investor protection and capital formation. Inevitably, this balance gets upset. As financial markets evolve, Congress passes new legislation, the Securities and Exchange Commission (SEC) adopts new rules, and the courts issue unanticipated opinions. These events upset the balance because they happen in an uncoordinated and haphazard manner and oftentimes produce unintended consequences.The Article proceeds as follows. To set the stage, Part II provides background on the Securities Act and describes the differences between public offerings and private placements. Part III explains why rebalancing private placement regulation may be warranted. Part IV offers proposed statutory language for a new civil liability provision in the Securities Act specifically for private placements. Part V concludes.
Recommended Citation
William K. Sjostrom, Jr., Rebalancing Private Placement Regulation, 36 SEATTLE U. L. REV. 1143 (2013).
Included in
Antitrust and Trade Regulation Commons, Banking and Finance Law Commons, Business Organizations Law Commons, Contracts Commons, Law and Economics Commons, Law and Society Commons, Legal Ethics and Professional Responsibility Commons, Legal Profession Commons, Securities Law Commons
