Business Law Newsletter

• The Concurrent Use of Trademarks in Different Geographical Locations
  Generally, trademark owners have exclusive rights to use their mark to label or identify their goods and/or services. However, trademarks may overlap under either of the following circumstances: In different industries;... Read more.
• Trade Secret Protection Versus Patent Protection
  When an individual or an entity spends time and money to develop a new invention, process or other aid to a business, it seems only natural that they should want to benefit from it financially. In fact, the profit motive has... Read more.
• Supreme Court Limits the New Value Exception to the Absolute Priority Rule
  In the 1999 case, Bank of America National Trust and Savings Association (LaSalle), the U.S. Supreme Court issued a landmark ruling regarding the effect and application of the “new value exception” to the “absolute... Read more.
• UNCITRAL Model Law on International Commercial Arbitration
  The United Nations Commission on International Trade Law (UNCITRAL) is the primary entity within the United Nations overseeing international trade law. One of UNCITRAL’s primary goals has been to prepare or... Read more.

• Chevron Faces $85 Million Federal Lawsuit In Wake Of February Winter Storm
• Elon Musk testifies to defend Tesla’s $2.6 billion acquisition of SolarCity in shareholder lawsuit
• What’s Going On With The Facebook Antitrust Lawsuit?
• Court says FTC hasn’t provided evidence Facebook is a monopoly, dismisses lawsuit
• Centene settles PBM lawsuits with Ohio, Mississippi for $143 million

Securities Law Overview

“Securities” is a term that generally refers to shares of a corporation, promissory notes, and other liabilities. The laws regarding securities are very complex.

Securities are regulated by both federal and state laws. However, when state laws conflict with federal laws, the federal laws prevail. Both sets of laws usually require proper registration with an agency that regulates securities, such as the Securities and Exchange Commission (SEC).

The primary federal laws that regulate securities in the United States are the Securities Act of 1933 and the Securities Act of 1934. The former regulates the issuance of shares, while the latter regulates the trading of shares.

Securities Act of 1933

The focus of this Act is the initial money-raising phase of a corporation. Primarily, the 1933 Act requires certain disclosures and registrations, with exceptions.

Securities Act of 1934

The 1934 Act focuses upon the actual trading of shares within the market. Its purpose is to prevent fraud and insider trading. It is under this Act that stockbrokers are regulated.

State Securities Laws

States are permitted to regulate securities, as long as they don’t conflict with the federal laws. Most of these laws provide for registration and fraud prevention. State laws regulating securities are also called “Blue Sky” laws.

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