Securities Exchange Act of 1934

Introduction

The Securities Exchange Act of 1934 regulates securities markets and securities transactions in the United States. The Act established the Securities and Exchange Commission (SEC) to enforce securities laws and regulate market participants.

Registration Requirements

Securities exchanges, brokers, dealers, and clearing agencies must register with the SEC. Publicly traded companies must register their securities and file periodic reports, including annual reports (10-K), quarterly reports (10-Q), and current reports (8-K).

Anti-Fraud Provisions

Section 10(b) and Rule 10b-5 prohibit fraud in connection with the purchase or sale of securities. These provisions are the basis for insider trading prosecutions and securities fraud class actions.

Market Regulation

The Act regulates market manipulation, short selling, tender offers, and proxy solicitations. The SEC oversees self-regulatory organizations including the Financial Industry Regulatory Authority (FINRA) and securities exchanges.