Federal Securities Laws: An Overview [February 5, 2020]   [open pdf - 438KB]

From the Document: "The Securities Act of 1933 (Securities Act) governs the process by which companies issue securities. The Act prohibits any person from offering or selling a security to the public unless the offering has been registered with the Securities and Exchange Commission (SEC) or falls under an exemption. The Act's exemptions include private placements, certain small issues, and offerings involving certain classes of securities (e.g., government securities and bank securities). If an exemption does not apply, an issuer must file a registration statement with the SEC that includes detailed information about the issuer's business operations, financial condition, and the nature of the offering. If a company issues securities in violation of the Act's registration requirements, individuals who purchased the securities may sue the company to rescind their purchases or for damages. The Act also allows purchasers to sue issuers and other specified individuals--such as directors, underwriters, and persons who signed the registration statement--for damages for certain material misrepresentations or omissions in connection with the offering. The Trust Indenture Act of 1939 supplemented the Securities Act by adding more requirements for public offerings of debt securities."

Report Number:
CRS In Focus, IF11422
Public Domain
Retrieved From:
Congressional Research Service: https://crsreports.congress.gov/
Media Type:
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