Textbook Notes (367,832)
United States (205,882)
BUL 3320 (2)
Brown (2)
Chapter 40

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Business Law
BUL 3320

11/16/2011 Important notes for Law Security – includes and stock or bond Stock – Bond – Investment contract – any investment of $$/ property made in expectation of receiving a financial return solely from the effort of others group agreement where you pay money and get something in return (shared fashion) Basic rule – for public offering of non-exempt securities, the issuer must file registration statement, disclosing accurate, material info, unless offering is an exempt tranaction Fundamental requirement – before you sell a stock/bond you must file a registration statement w/ the gov Exempt securities include short term commercial paper, municipal bonds, securities of some banks and non-profit organizations and certain insurance policies and annuity contract Important question do I have to register ( exempt transactions – exempt securities) Know permissible sales activities graph Unregistered sales – sec 12(a)(1) imposes absolute civil liability as there are no defense You are sold stock by a comp that are suppose to file then they are liable ( you can keep resend the transaction) False registration statement – sec11 imposes liability on the issuer ( the comp ie. Apple) all persons whos signed the statement ( CEO COO etc) prepared or certified the statemen
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