Research Handbook on Securities Regulation in the United States

Research Handbook on Securities Regulation in the United States

Research Handbooks in Financial Law series

Edited by Jerry Markham and Rigers Gjyshi

This fascinating Handbook provides a clear explanation of the securities market regulation regime in the United States. A diverse set of contributors offer a comprehensive overview of the regulatory process, Dodd-Frank, the principal securities statutes, and the regulators and market participants involved. In addition to a general summary of the topic, this volume provides detailed explanations of the process for registering securities, exemptions from registration, secondary distributions, and the underwriting process. Scholars and students of financial law, banking and regulatory law will find this book a useful resource, as will attorneys, compliance professionals, risk-mitigation professionals and corporate leaders.

Chapter 10: The Sarbanes-Oxley Act of 2002: a regulatory hodge-podge arising from highly visible financial fraud

Joan MacLeod Heminway

Subjects: economics and finance, financial economics and regulation, law - academic, finance and banking law


In November 2001, a single business combination transaction held the attention of many in the legal and financial world: the Enron Corp./Dynegy Inc. merger. The transaction represented a stunning reversal for former Wall Street and media darling Enron, a firm whose stock had tumbled in the market as the firm revealed reduced earnings followed by restatements of its publicly reported historical financial statements. The merger with Dynegy was widely seen as a rescue of Enron, and none too soon. In fact, it turned out to be too late. By the end of November, the deal was scuttled when Dynegy got cold feet amid continuing revelations of significant financial misstatements and allegations of management misconduct at Enron. Dynegy Inc. scrapped its proposed $9 billion merger with Enron Corp. Wednesday, a move that leaves what had been one of the nation's biggest and most influential companies teetering on the edge of bankruptcy … Enron's woes started after regulators began an investigation of transactions with a partnership created by its former chief financial officer, Andrew Fastow, that resulted in a $1.2 billion reduction in the value of investors' holdings.

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