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Unregistered Sales Of Certificates Of Deposit

Last spring, the California Department of Business Oversight warned consumers that two related companies have been offering unlicensed online securities broker-dealer services and “unregistered sales of certificates of deposit (CDs)”.  The Department’s announcement raises the question of whether the offer and sale of CDs must be qualified under the Corporate Securities Law of 1968. Section 25019 of…

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Just How Many Errors Can Be Found In The Securities Act?

I’ve recently completed my editing of the annual update to Marsh & Volk’s treatise, Practice Under the California Securities Laws.  One source of frustration has been to account for and explain the numerous technical errors in the securities laws.  When I refer to “errors”, I don’t mean policy decisions with which I disagree.  I mean the…

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The NAFTA, Preemption And Where In the World Are The Reservations?

Earlier, I wrote this post about the exemption from registration found in Section 3(a)(2) of the Securities Act for “any security issued or guaranteed by any bank”.  For purposes of this statute, a “bank” generally means “any national bank, or any banking institution organized under the laws of any State, territory, or the District of Columbia, the business…

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Federal Preemption And Bank Securities: Was The Commissioner’s Order Really Necessary?

The August 2011 Monthly Bulletin published by the Department of Financial Institutions recently arrived in my inbox.  One article caught my eye and caused me to revisit the status of state regulation of the offer and sale of bank securities in light of the National Securities Markets Improvement Act of 1996. The Small Business Lending Fund…

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