Risk factors refer to Item 105 of Regulation S-K which requires the registrant’s management to discuss material risks to the registrant’s operations. Item 105 requires that the registrant write their risk factors in plain English and organize...
ACADEMIC TOPICS
roadshow
Roadshows are presentations by the management of an issuer conducting a public offering to market their securities.
Permissibility Under the Gun Jumping RulesIn an initial public offering (IPO), issuers market their...
Rule 10b-5
Rule 10-5 is a Securities and Exchange Commission (SEC) regulation that prohibits securities fraud.
OverviewThe SEC promulgated Rule 10b-5 under Section 10(b) of the Exchange Act, which authorizes the SEC to regulate...
Rule 144A
Rule 144A (formally 17 CFR § 230.144A) is a Securities Exchange Commission (SEC) regulation that enables purchasers of securities in a private placement to resell their securities to qualified institutional buyers (QIBs) under certain...
Rule 504
Rule 504 (formally 17 CFR § 230.504) is a Securities and Exchange Commission (SEC) regulation that enables issuers to sell under $5,000,000 in securities to an unlimited amount of purchasers in a private placement.
...
Rule 506
Rule 506 (formally 17 CFR § 230.506) is a Securities and Exchange Commission (SEC) regulation that allows private placement under Regulation D and enables issuers to offer an unlimited amount in securities.
Relationship with Section 5...rule of lenity
The rule of lenity is a principle used in criminal law, also called rule of strict construction, stating that when a law is unclear or ambiguous, the court should apply it in the way that is most favorable to the defendant, or to construe the...
Schechter Poultry Corp. v. United States (1935)
Schechter Poultry Corp. v. United States, 295 U.S. 495, is a Supreme Court case that invalidated a provision of the National Industrial Recovery Act (NIRA) that authorized the President to approve “codes of fair competition” for the poultry...
scintilla
Scintilla is Latin for "spark." The word scintilla is only used in the metaphorical meaning of "spark" in English: meaning a hint or trace of something that barely suggests its presence.
In common law, the “scintilla of...
screen scraping
Screen scraping is a technique used to extract data from websites or other web applications. Screen scraping software automates navigating a user interface, interacting with its content, and extracting data from the website’s HTML or other...