U.S. Prospectus Liability — An Overview and Critique
14 Journal of European Tort Law 124, 155 (2023), https://doi.org/10.1515/jetl-2023-0010
SMU Dedman School of Law Legal Studies Research Paper No. 582
41 Pages Posted: 10 Feb 2023 Last revised: 20 Sep 2023
Date Written: 2023
Abstract
This article addresses prospectus liability in the United States. The key statutes and SEC rules and regulations are addressed in conjunction with analysis of the causes of action and defenses that are applicable. While the U.S. prospectus framework is thorough, substantial gaps exist that should be remedied. The article accordingly focuses on principal aspects of U.S. prospectus liability exposure and proffers recommendations for improving the overall framework.
Keywords: Prospectus liability, United States, SEC rules, Securities law, Securities regulation, Disclosure, Due diligence defense
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