Use LEFT and RIGHT arrow keys to navigate between flashcards;
Use UP and DOWN arrow keys to flip the card;
H to show hint;
A reads text to speech;
9 Cards in this Set
- Front
- Back
Security (Definition)
|
an invesment of money in a common enterprise with an expectation of profits solely from the efforts of others
|
|
When offering a security you must...
|
1. Register with the SEC
- OR - 2. show that it is exempt |
|
Exemptions for not registering with SEC (for securities)
|
1. Private offering
2. limited offering (under $5 million 3. offer to "qualified investors" 4. Offering confined to single state |
|
Rule 10(b)5
|
Insider Trading "Linch-Pin"
unlawful to (1) employ device, scheme to defraud (2) make untrue statements of a material fact or omit a material fact (3) engage in any act that operates as a fraud or deciet upon any person |
|
Insider Trading under 10(b)5
|
trading securities "on the basis of" material, nonpublic information in violation of a duty to the corporation or shareholders
|
|
Insider trading can happen by...
|
1. insider violates a duty
2. person trading recieved a tip from someone who violated a duty and tippee knew or should have known this 3. misapproriations theory: person misapproriates confidental info for secirities trading purposes |
|
Securities Fraud under 10(b)5
|
misleading or fals oral or written statments which are designed to influence investors and potential customers
|
|
Insider trading can happen by...
|
1. insider violates a duty
2. person trading recieved a tip from someone who violated a duty and tippee knew or should have known this 3. misapproriations theory: person misapproriates confidental info for secirities trading purposes |
|
Securities Fraud under 10(b)5
|
misleading or fals oral or written statments which are designed to influence investors and potential customers
|