Responsibilities of Corporate Officers and Directors Under Federal Securities Law, 2010-2011 Edition

Responsibilities of Corporate Officers and Directors under Federal Securities Law alerts board members and management to their personal duties and liabilities under the federal securities laws. From the vast body of federal laws, rules, administrative interpretations, and court decisions dealing with securities offerings and transactions, those of particular interest to corporate officers and directors as individuals are discussed here. The materials focus on the Securities Act of 1933 and the Securities Exchange Act of 1934, as well as pertinent provisions of the Investment Company Act of 1940.

The 2010 -2011 Edition includes new discussion of the following:

• Dodd-Frank Wall Street Reform and Consumer Protection Act
• Shareholder access to proxies
• SEC enforcement
• Recent case law on fraud liability
• Proxy disclosure concerning Chairman-CEO role, hedging arrangements, compensation consultants