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15 U.S.C. § 78r — Liability for misleading statements
Federal law — U.S. Code and appendices · legal_authorities
**(a) Persons liable; persons entitled to recover; defense of good faith; suit at law or in equity; costs, etc.** Any person who shall make or cause to be made any statement in any application, report, or document filed pursuant to this chapter or any rule or regulation thereunder or any undertaking contained in a registration statement as provided in subsection (d) of section 78o of this title, which statement was at the time and in the light of the circumstances under which it was made false or misleading with respect to any material fact, shall be liable to any person (not knowing that such statement was false or misleading) who, in reliance upon such statement, shall have purchased or sold a security at a price which was affected by such statement, for damages caused by such reliance, unless the person sued shall prove that he acted in good faith and had no knowledge that such statement was false or misleading. A person seeking to enforce such liability may sue at law or in equity in any court of competent jurisdiction. In any such suit the court may, in its discretion, require an undertaking for the payment of the costs of such suit, and assess reasonable costs, including reasonable attorneys’ fees, against either party litigant.
**(b) Contribution** Every person who becomes liable to make payment under this section may recover contribution as in cases of contract from any person who, if joined in the original suit, would have been liable to make the same payment.
**(c) Period of limitations** No action shall be maintained to enforce any liability created under this section unless brought within one year after the discovery of the facts constituting the cause of action and within three years after such cause of action accrued.
Source: Supplied U.S. Code snapshot — release unconfirmed · 15 U.S.C. § 78r
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Stable record: federal_law:legal_authorities:record_usc_3a426d1700ed9e41564171df
Source file: Laws/federal/codes/united-states-code/title-15/section-78r-liability-for-misleading-statements--064160ac2f.md
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Source location: Title 15, Chapter 2B, § 78r; chapter-2b-securities-exchanges.md
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**(a) Persons liable; persons entitled to recover; defense of good faith; suit at law or in equity; costs, etc.** Any person who shall make or cause to be made any statement in any application, report, or document filed pursuant to this chapter or any rule or regulation thereunder or any undertaking contained in a registration statement as provided in subsection (d) of section 78o of this title, which statement was at the time and in the light of the circumstances under which it was made false or misleading with respect to any material fact, shall be liable to any person (not knowing that such statement was false or misleading) who, in reliance upon such statement, shall have purchased or sold a security at a price which was affected by such statement, for damages caused by such reliance, unless the person sued shall prove that he acted in good faith and had no knowledge that such statement was false or misleading. A person seeking to enforce such liability may sue at law or in equity in any court of competent jurisdiction. In any such suit the court may, in its discretion, require an undertaking for the payment of the costs of such suit, and assess reasonable costs, including reasonable attorneys’ fees, against either party litigant.
**(b) Contribution** Every person who becomes liable to make payment under this section may recover contribution as in cases of contract from any person who, if joined in the original suit, would have been liable to make the same payment.
**(c) Period of limitations** No action shall be maintained to enforce any liability created under this section unless brought within one year after the discovery of the facts constituting the cause of action and within three years after such cause of action accrued.
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Federal law — U.S. Code and appendices · legal_authorities
This chapter may be cited as the “Securities Exchange Act of 1934.”
Source: Supplied U.S. Code snapshot — release unconfirmed · 15 U.S.C. § 78a
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Federal law — U.S. Code and appendices · legal_authorities
Each member of SIPC shall file with such member’s examining authority, or collection agent if a collection agent has been designated pursuant to [section 78iii(a) of this title](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section78iii/a&num=0&edition=prelim), such information (including reports of, and information with respect to, the gross revenues from the securities business of such member, including the composition thereof, transactions in securities effected by such member, and other information with respect to such member’s activities, whether in the securities business or otherwise, including customer accounts maintained, net capital employed, and activities conducted) as SIPC may determine to be necessary or appropriate for the purpose of making assessments under [section 78ddd of this title](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section78ddd&num=0&edition=prelim). The examining authority or collection agent shall file with SIPC all or such part of such information (and such compilations and analyses thereof) as SIPC, by bylaw or rule, shall prescribe. No application, report, or document filed pursuant to this section shall be deemed to be filed pursuant to [section 78r of this title](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section78r&num=0&edition=prelim).
Source: Supplied U.S. Code snapshot — release unconfirmed · 15 U.S.C. § 78hhh
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Federal law — U.S. Code and appendices · legal_authorities
**(a) General requirement of registration** It shall be unlawful for any member, broker, or dealer to effect any transaction in any security (other than an exempted security) on a national securities exchange unless a registration is effective as to such security for such exchange in accordance with the provisions of this chapter and the rules and regulations thereunder. The provisions of this subsection shall not apply in respect of a security futures product traded on a national securities exchange.
**(b) Procedure for registration; information** A security may be registered on a national securities exchange by the issuer filing an application with the exchange (and filing with the Commission such duplicate originals thereof as the Commission may require), which application shall contain—
(1) Such information, in such detail, as to the issuer and any person directly or indirectly controlling or controlled by, or under direct or indirect common control with, the issuer, and any guarantor of the security as to principal or interest or both, as the Commission may by rules and regulations require, as necessary or appropriate in the public interest or for the protection of investors, in respect of the following:
(A) the organization, financial structure, and nature of the business;
(B) the terms, position, rights, and privileges of the different classes of securities outstanding;
(C) the terms on which their securities are to be, and during the preceding three years have been, offered to the public or otherwise;
(D) the directors, officers, and underwriters, and each security holder of record holding more than 10 per centum of any class of any equity security of the issuer (other than an exempted security), their remuneration and their interests in the securi
Source: Supplied U.S. Code snapshot — release unconfirmed · 15 U.S.C. § 78l
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Federal law — U.S. Code and appendices · legal_authorities
Page 406
TITLE 15—COMMERCE AND TRADE
§ 78r
maintenance of fair and orderly markets to
improve significantly the information avail-
able to brokers, dealers, investors, and regu-
lators with respect to quotations for and
transactions in penny stocks; and
(3) a fully implemented automated quotation
system for penny stocks would meet the infor-
mation needs of investors and market partici-
pants and would add visibility and regulatory
and surveillance data to that market.
(b) Mandate to facilitate establishment of auto-
mated quotation systems
(1) In general
The Commission shall facilitate the wide-
spread dissemination of reliable and accurate
last sale and quotation information with re-
spect to penny stocks in accordance with the
findings set forth in subsection (a), with a
view toward establishing, at the earliest fea-
sible time, one or more automated quotation
systems that will collect and disseminate in-
formation regarding all penny stocks.
(2) Characteristics of systems
Each such automated quotation system
shall—
(A) be operated by a registered securities
association or a national securities exchange
in accordance with such rules as the Com-
mission and these entities shall prescribe;
(B) collect and disseminate quotation and
transaction information;
(C) except as provided in subsection (c),
provide bid and ask quotations of partici-
pating brokers or dealers, or comparably ac-
curate and reliable pricing information,
which shall constitute firm bids or offers for
at least such minimum numbers of shares or
minimum dollar amounts as the Commission
and the registered securities association or
national securities exchange shall require;
and
(D) provide for the reporting of the volume
of penny stock transactions, including last
sale repo
Source: Supplied 2024 U.S. Code historical extraction · 15 U.S.C. § 78r
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