| Pre-Incorporation Contracts of Promoters |
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| Persons who enter into contracts on behalf of a corporation yet to be formed are considered "promoters." Such pre-incorporation contracts raise issues regarding the rights and liabilities of the promoter and the new corporation. More... |
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| Registration Requirements for Securities Brokers and Dealers |
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| Most brokers and dealers are required under Section 15 of the Securities Exchange Act of 1934 to register with the Securities and Exchange Commission and with a self-regulatory organization such as a national stock exchange before engaging in the securities business. More... |
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| Initial Public Offerings & the Securities Act of 1933 |
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| An Introduction to the Securities Act of 1933 More... |
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| Disclosure of Material Facts |
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| The duty of disclosure is a component of the duty of loyalty, but it also implicates the director's obligation to act with due care and in good faith. As part of the duty of care, a director should reveal all relevant material information that he possesses about a transaction to all who are in the position of making a decision about that transaction. The director has a duty to make an informed decision because it will ultimately affect the corporate interest and welfare. More... |
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| The Quiet Period Pending Securities Registration Statement Effectiveness |
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| There is a "quiet period" between the time that a company files a registration statement with the Securities and Exchange Commission for a new public securities offering and the time that the Commission declares the registration statement effective. During the quiet period, referred to as the "waiting period" also, the company and related parties are prohibited by federal securities laws from releasing information to the public that could be construed as promoting sale of the securities covered by the as yet unapproved registration statement. More... |
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