SECURITIES REGULATION

The Application of Securities Laws to Cooperatives: A Call for Equal Treatment for Nonagricultural Cooperatives…..46:259

Beatty v. Bright, 345 F. Supp. 1188 (S.D. Iowa 1972)—An Acquiring Corporation’s Liability for Misleading Statements Contained in the Acquired Corporation’s Proxy Statement: Will S.E.C. Rule 145 Abandon the “Control” Test of Beatty v. Bright?…..22:672

Blackacre as a Shelf of Securities: Real Estate Syndication…..23:483

Blue Sky Considerations in Structuring a Public Offering…..21:225

Chiarella v. United States, 100 S. Ct. 1108 (1980)—Section 10(b) Requires More than Mere Possession of Material Nonpublic Market Information in Order to Impose upon a Buyer the Duty to Disclose that Information or to Refrain from Trading on It…..30:663

Civil Remedies Available to Buyers Under the Iowa Securities Law…..14:131

Drawing the Appropriate Statute of Limitations in Implied Causes of Action Under Rule 10b-5: A General Framework of Familiar Legal Principles…..40:221

Expanding the Scope of Securities Fraud? The Shifting Sands of Central Bank…..52:25

Federal Securities Law and Variable Annuity Contracts…..24:839

In re Crimmins, 406 F. Supp. 282 (S.D.N.Y. 1975)—Where the Main Thrust of the Securities Fraud Action Was Not that the Bankrupt Carelessly Failed to Investigate and Report the Financial Condition of a Corporation Whose Stock He Was Recommending for Purchase, but, on the Contrary, that He Was Intimately Involved with the Corporation as a Massive Shareholder and that He Failed to Disclose this Conflict of Interest and a Pending Investigation Respecting It, the Claim Was Not a “Provable Debt,” Dischargeable in Bankruptcy…..25:773

Insider Trading: Secondary Liability Under the Federal Securities Law—Lawyers Beware…..38:425

Iroquois Industries, Inc. v. Syracuse China Corporation (2d Cir. 1969)—A Civil Action Under Rule 10b-5 of the Securities and Exchange Commission May Be Maintained Only by a Purchaser or Seller of Securities…..19:497

A Lawyer’s Guide to the Intrastate Exemptions and Rule 147…..24:471

Liability of Controlling Persons—Common Law and Statutory Theories of Secondary Liability…..24:621

Liability of Corporate Directors as “Controlling Persons” Under Section 20(a) of the Securities Exchange Act…..28:437

The New Iowa “Uniform” Securities Law…..25:267

The Perimeters of Regulatory Jurisdiction Under the Commodity Futures Trading Commission Act…..25:61

S.E.C. Regulation of Resale of Securities by Controlling Persons of Non-Reporting Issuers: The Ghost of Ira Haupt Reads the “Wheat Report” and Rule 144…..20:576

Securities Depositories and Revision of the Uniform Commercial Code…..22:657

Securities Law…..20:128

Shapiro v. Merrill Lynch, Pierce, Fenner & Smith, Inc. (2d Cir. 1974)—Nondisclosure of Material Inside Information Is Sufficient to Impose Liability Upon Non-Trading “Tippers” and Trading “Tippees” Transacting on an Anonymous Securities Exchange to All Persons Who Purchased the Stock During the Period of Nondisclosure Without Knowledge of the Information…..24:444

Shores v. Sklar (5th Cir. 1981)—Rule 10b-5 Permits a Rebuttable Presumption of Reliance Under the Doctrine of Fraud on the Market, Where a Purchaser of Industrial Revenue Bonds Relies Solely upon the Integrity of the Market…..31:696

State Regulation of Securities Issues…..17:170

Stock of a Corporation: Issuance of Shares, Distributions to Shareholders, and Corporate Dissolutions in Iowa…..40:783

Tension Among Section 307 of the Sarbanes-Oxley Act of 2002, 17 C.F.R. § 205.3(d)(2), and State Rules Governing Disclosure of Confidential Client Information…..53:133

When Silence Is Not Golden: Disclosure of Preliminary Merger Negotiations by Closely-Held Corporations…..38:405

Viatical Settlements: An Explanation of the Process, an Analysis of State Regulations, and an Examination of Viatical Settlements As Securities…..46:923