Best Co., can treat the
securities as either debt or equity, or a combination of both--for example, 25% debt and 75% equity--dependIng on how the
securities are structured.
Because SLUSA applied to class action lawsuits "in connection with the purchase or sale" of
securities, some courts concluded that so-called "holder" lawsuits could proceed in state court.
The qualifying
securities firm has a rating in one of the top three investment grade rating categories from a nationally recognized statistical rating organization; or
Although certain
securities, such as Treasuries, are more liquid than others, assigning a different maximum maturity to different types of
securities limits the portfolio manager's ability to purchase the most attractive
securities on a relative value basis at a particular maturity point.
In order to qualify for the exemption from registration, the
securities must be offered in a private transaction exclusively to defined classes of large institutions referred to in Rule 144A as "qualified institutional buyers," or "QIBs." The public policy underlying Rule 144A assumes that, because of their size and sophistication, QIBs do not need the protection of the registration requirements of the
securities laws.
368(a)(2)(F)(ii) diversification exception because, after the transfers, more than 25% of the value of T's total assets are invested in the stock and
securities of one issuer, W ($210/$800 = 26%), and more than 50% of the value of its total assets are invested in the stock and
securities of five or fewer issuers ($491/$800 = 61%).
It requires the auditor to design procedures to obtain reasonable assurance of detecting misstatements of assertions about derivatives and
securities that, when aggregated with misstatements of other assertions, could cause the financial statements taken as a whole to be materially misstated.
The Board has determined that, subject to the prudential framework of limitations established in previous decisions to address the potential for conflicts of interests, unsound banking practices, or other adverse effects, underwriting and dealing in bank-ineligible
securities are so closely related to banking as to be a proper incident thereto within the meaning of section 4(c)(8) of the BHC Act.(5) The Board also has determined that underwriting and dealing in bank-ineligible
securities is consistent with section 20 of the Glass-Steagall Act (12 U.S.C.
Under the gain limitation rule, therefore, the amount of
securities treated as money would be reduced by this $9,000 to $21,000, reducing Chuck's gain on the distribution from $25,000 to $16,000.
In the traditional method of going public, a company typically engages an investment banking firm to underwrite its
securities, accountants to audit its books,
securities attorneys to draft the legal documents that disclose the pros and cons of the investment and effect the transfer of
securities, and other experts as needed (for example, a petroleum engineer or geologist in an oil and gas offering).
Dealers in
securities also must maintain an inventory of
securities held for resale; see Regs.
[subsections] 335 and 24(7) ("bank-eligible
securities"), engaging in investing and trading activities, and buying and selling bullion and related activities, in accordance with section 225.28(b)(8) of Regulation Y (12 C.F.R.
115, Accounting for Certain Investments in Debt and Equity
Securities, which covered equity
securities with readily determinable fair values and all debt
securities.
Are we risking the integrity of our
securities markets?
354 generally provides that, in most tax-free reorganizations, no gain or loss is recognized to a shareholder on an exchange of stock for stock, or on an exchange of
securities for stock or
securities of the same or lesser principal amount.