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Securities

Section 11 of the Securities Act - Part 1: Basic Requirements

This lesson is one of two lessons on section 11 of the Securities Act of 1933, which imposes liability for false or misleading registration statements. This lesson focuses on the basic requirements of a section 11 action; the other lesson discusses the defenses to liability in section 11(b). You should take this lesson first.

A basic understanding of registered securities offerings is helpful, but not essential, to understand this lesson.

Section 11 of the Securities Act - Part 2: Due Diligence and Other Defenses

This is one of two lessons on section 11 of the Securities Act of 1933, which imposes liability for false or misleading registration statements. This lesson discusses the defenses to liability in section 11(b); the other lesson focuses on the basic requirements of a section 11 action. You should take the other lesson before beginning this lesson.

A basic understanding of registered securities offerings is helpful, but not essential, to understand this lesson.

Section 16(b) of the Securities Exchange Act of 1934

This lesson discusses sections 16(a) and 16(b) of the Securities Exchange Act of 1934. It begins with a discussion of the section 16(a) reporting requirement: who must file, what they must file, and when. It then proceeds with an element-by-element discussion of liability under section 16(b) for short-swing trading profits, including a brief introduction to the complexities introduced by derivative securities. It concludes with a discussion of enforcement issues: standing, limitations, and the right to attorneys' fees.

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