Securities Exchange Act of 1934
Securities Exchange Act of 1934
1) Link to the Text of the Act
Read the statute (15 U.S.C. § 78a et seq.)
2) Why It Was Done
The Act created the Securities and Exchange Commission (SEC) and gave it authority to regulate securities markets, broker-dealers, and ongoing disclosures by public companies.
3) Pre-existing Law or Constitutional Rights
The Securities Act of 1933 regulated initial offerings but did not cover trading of securities after issuance. The 1934 Act filled this gap and established a permanent federal regulator.
4) Overreach or Proper Role?
Supporters see it as critical to maintaining fair, orderly, and transparent markets. Critics argue some SEC rules are overly burdensome and slow innovation in capital markets.
5) Who or What It Controls
- Public companies (must file periodic reports, e.g., 10-K, 10-Q, 8-K)
- Securities exchanges (NYSE, NASDAQ, etc.)
- Brokers, dealers, and investment advisers
- Insiders (subject to antifraud and anti-manipulation rules)
6) Key Sections / Citations
- 15 U.S.C. § 78j(b) (Rule 10b-5 – antifraud)
- 15 U.S.C. § 78m (reporting requirements)
- 15 U.S.C. § 78p (insider reporting and short-swing profits)
- 15 U.S.C. § 78o (broker-dealer regulation)
7) Recent Changes or Live Controversies
- Ongoing SEC rulemaking on climate disclosure and crypto-assets
- Enforcement actions against insider trading and market manipulation
- Debates about the SEC’s authority over decentralized finance (DeFi) and digital assets
8) Official Sources