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SEC Rule 10b5-1
SEC Rule 10b5-1, codified at , is a regulation enacted by the United States Securities and Exchange Commission (SEC) in 2000. The SEC states that Rule 10b5-1 was enacted in order to resolve an unsettled issue over the definition of insider trading, which is prohibited by SEC Rule 10b-5. Different Court of appeals, courts of appeals had come to different conclusions about what constituted insider trading under SEC Rule 10b-5, Rule 10b-5 — specifically, whether someone could be held liable for insider trading simply by trading while in possession of inside information, or whether a trier of fact must find that the person actually used that inside information when making the trade. "Possession" versus "use" Paragraph (a) of the Rule essentially repeats the holding of the United States Supreme Court in ''United States v. O'Hagan'',, which defines insider trading under the Misappropriation, misappropriation theory. It states, in full, that Paragraph (b) addresses the unsettled "p ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Regulation
Regulation is the management of complex systems according to a set of rules and trends. In systems theory, these types of rules exist in various fields of biology and society, but the term has slightly different meanings according to context. For example: * in biology, gene regulation and metabolic regulation allow living organisms to adapt to their environment and maintain homeostasis; * in government, typically regulation means stipulations of the delegated legislation which is drafted by subject-matter experts to enforce primary legislation; * in business, industry self-regulation occurs through self-regulatory organizations and trade associations which allow industries to set and enforce rules with less government involvement; and, * in psychology, self-regulation theory is the study of how individuals regulate their thoughts and behaviors to reach goals. Social Regulation in the social, political, psychological, and economic domains can take many forms: legal restriction ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Rule 10b-5
SEC Rule 10b-5, codified at , is one of the most important rules targeting securities fraud promulgated by the U.S. Securities and Exchange Commission, pursuant to its authority granted under § 10(b) of the Securities Exchange Act of 1934. The rule prohibits any act or omission resulting in fraud or deceit in connection with the purchase or sale of any security. The issue of insider trading is given further definition in SEC Rule 10b5-1. History In 1942, SEC lawyers in the Boston Regional Office learned that a company president was issuing pessimistic statements about company earnings while simultaneously purchasing the company's stock. Although the Securities Act of 1933 prohibited fraudulent sales of securities, no regulation existed at that time which would have precluded fraudulent purchases. Rule 10b-5, issued by the SEC under section 10(b) of the Exchange Act, was implemented to fill this regulatory void. The commissioners approved the rule without debate or comment, wit ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Gibson, Dunn & Crutcher
Gibson, Dunn & Crutcher LLP is an American multinational law firm headquartered in Los Angeles, California. Founded in 1890, the firm includes approximately 1,400 attorneys and 1,000 staff located in 20 offices around the world, including North and South America, Europe, Asia, and the Middle East. The firm is known for its litigation practice, and in particular its strength in appellate law. History The firm was founded in May 1890 by Republican corporate attorney John Bicknel and Democratic litigator Walter Trask. In 1897, Judge James Gibson joined the firm. Six years later, the firm merged with another law firm, belonging to former Los Angeles city attorney William Ellsworth Dunn and assistant city attorney Albert Crutcher. The merger gave the firm its name, which it still uses today. In 2007, the Montana Supreme Court found that Gibson Dunn "acted with actual malice" in suing an art expert Steve Seltzer, who said that a painting signed by Charles Marion Russell was actuall ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Wells Notice
A Wells notice is a letter that the U.S. Securities and Exchange Commission (SEC) sends to people or firms at the conclusion of an SEC investigation that states the SEC is planning to bring an enforcement action against them. The notice informs the people or the firm in question that the SEC has concluded that they should be charged with violation of the securities laws.Betman, Ronald S. (March 1, 2016)"Trends in SEC Enforcement: What CPAs Need to Know" ''The CPA Journal''. The notice indicates that the SEC staff has determined it may bring a civil action against a person or firm, and provides the person or firm with the opportunity to provide information as to why the enforcement action should not be brought.US Securities and Exchange Commission (October 22, 2014)"Investor Bulletin: SEC Investigations" SEC.Gov. The person or firm is generally given 30 days to file this response in the form of a legal brief considering legal and factual arguments as to why no charges should be bro ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Buchanan, Ingersoll & Rooney
Buchanan Ingersoll & Rooney PC is an American law firm and lobbying group based in Pittsburgh, Pennsylvania. The firm has more than 450 lawyers in offices in 15 U.S. cities. As of 2022, Buchanan Ingersoll is the third-largest law firm in Pittsburgh by number of attorneys in its Pittsburgh office. History The firm was founded in 1850 by Congressman Moses Hampton and his son, John. When Moses Hampton became chief judge of Allegheny County, William C. Moreland was brought in as an additional partner in 1868 and the firm was renamed Hampton & Moreland. The firm continued to grow and went through several name changes before incorporating in 1980. The firm shortened its name to Buchanan Ingersoll P.C. in 1983, and acquired two other firms during the 2000s: Burns, Doane, Swecker & Mathis in 2005, and Klett Rooney Lieber & Schorling PC in 2006, leaving the firm with its current name, Buchanan Ingersoll & Rooney. In December 2016, the firm announced a strategic affiliation with form ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Countrywide Financial
Countrywide is one of the UK's largest integrated property services group including residential property surveying, a collaboration of estate agents, and corporate services. It employs circa 8,500 personnel nationwide, working across 650+ estate agency or lettings offices operating under 50+ brands. Countrywide is a wholly owned subsidiary of Connells Group History In 1986, financial services company Hambros plc, having de-merged its banking arm, acquired two estate agents, Bairstow Eves and Mann & Co, to form a new company called Hambro Countrywide plc, which was listed on the London Stock Exchange. In 1988, the company created Hambro Assured, then the UK's largest life insurance broker. The group then grew through acquisition, buying Nationwide estate agents and surveyors from Nationwide Building Society in 1994, Spencers from National and Provincial Building Society in 1995 and London firms Faron Sutaria, PKL and John D Wood & Co. in 1997. In 1998 the business was renamed C ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Angelo Mozilo
Angelo R. Mozilo (born 1938) was the chairman of the board and chief executive officer of Countrywide Financial until July 1, 2008. Life and career Mozilo was born in New York City, the son of a Bronx butcher. He received a Bachelor of Science degree from Fordham University in 1960. In 1969, he and his former mentor David S. Loeb, who had already started a mortgage lending company, founded Countrywide Credit Industries in New York. They later moved the headquarters to Pasadena, California, and then to Calabasas, California, in Los Angeles County. Mozilo and Loeb cofounded IndyMac Bank, which was founded as Countrywide Mortgage Investment, before being spun off as an independent bank in 1997. IndyMac collapsed and was seized by federal regulators on July 11, 2008. Since Countrywide was listed on the NYSE in 1984, Mozilo sold $406 million worth of its stock, mostly obtained through stock option grants. $129 million of this was realized in the 12 months ending August 2007. In the be ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
The Wall Street Journal
''The Wall Street Journal'' is an American business-focused, international daily newspaper based in New York City, with international editions also available in Chinese and Japanese. The ''Journal'', along with its Asian editions, is published six days a week by Dow Jones & Company, a division of News Corp. The newspaper is published in the broadsheet format and online. The ''Journal'' has been printed continuously since its inception on July 8, 1889, by Charles Dow, Edward Jones, and Charles Bergstresser. The ''Journal'' is regarded as a newspaper of record, particularly in terms of business and financial news. The newspaper has won 38 Pulitzer Prizes, the most recent in 2019. ''The Wall Street Journal'' is one of the largest newspapers in the United States by circulation, with a circulation of about 2.834million copies (including nearly 1,829,000 digital sales) compared with ''USA Today''s 1.7million. The ''Journal'' publishes the luxury news and lifestyle magazine ' ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Linda Chatman Thomsen
Linda Chatman Thomsen was the director of the Division of Enforcement for the U.S. Securities and Exchange Commission from 2005 until early 2009. Since arriving at the SEC in 1995, she worked under four SEC Chairmen: Arthur Levitt, Harvey Pitt, William H. Donaldson, and Christopher Cox. William Donaldson named her director of the Division of Enforcement on May 12, 2005. She is the first woman to serve as director of the Division of Enforcement. Thomsen is known for her role in the suits by the SEC against Enron and Martha Stewart, and for not having investigated Bernard Madoff. She succeeded Stephen M. Cutler. She is now a senior counsel at Davis Polk & Wardwell. Thomsen is married to Steuart Hill Thomsen, a partner in the law firm Sutherland Asbill & Brennan LLP, whose clients include hedge funds, broker-dealers, and investment advisors for securities enforcement matters. Career Thomsen received her A.B. from Smith College and her law degree from Harvard Law School. Bef ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Press Releases
A press release is an official statement delivered to members of the news media for the purpose of providing information, creating an official statement, or making an announcement directed for public release. Press releases are also considered a primary source, meaning they are original informants for information. A press release is traditionally composed of nine structural elements, including a headline, dateline, introduction, body, and other components. Press releases are typically delivered to news media electronically, ready to use, and often subject to "do not use before" time, known as a news embargo. A special example of a press release is a communiqué (), which is a brief report or statement released by a public agency. A communiqué is typically issued after a high-level meeting of international leaders. Using press release material can benefit media corporations because they help decrease costs and improve the amount of material a media firm can output in a cer ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Legal Liability
In law, liable means "responsible or answerable in law; legally obligated". Legal liability concerns both civil law and criminal law and can arise from various areas of law, such as contracts, torts, taxes, or fines given by government agencies. The claimant is the one who seeks to establish, or prove, liability. Theories of liability Claimants can prove liability through a myriad of different theories, known as theories of liability. Which theories of liability are available in a given case depends on nature of the law in question. For example, in case involving a contractual dispute, one available theory of liability is breach of contract; or in the tort context, negligence, negligence per se, respondeat superior, vicarious liability, strict liability, or intentional conduct are all valid theories of liability. Each theory of liability has certain conditions, or elements, that must be proven by the claimant before liability will be established. For example, the theory of n ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Hedge (finance)
A hedge is an investment position intended to offset potential losses or gains that may be incurred by a companion investment. A hedge can be constructed from many types of financial instruments, including stocks, exchange-traded funds, insurance, forward contracts, swaps, options, gambles, many types of over-the-counter and derivative products, and futures contracts. Public futures markets were established in the 19th century to allow transparent, standardized, and efficient hedging of agricultural commodity prices; they have since expanded to include futures contracts for hedging the values of energy, precious metals, foreign currency, and interest rate fluctuations. Etymology Hedging is the practice of taking a position in one market to offset and balance against the risk adopted by assuming a position in a contrary or opposing market or investment. The word hedge is from Old English ''hecg'', originally any fence, living or artificial. The first known use of the word ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
