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Georgetown Law Library

Securities Law Research Guide (U.S. and International)

This guide is a starting point for research in securities law, covering U.S. federal, U.S. state, international, and foreign securities law.

Federal Statutes & Legislative History

Securities is governed by federal, state, and international law. This section of the guide focuses on U.S. federal law.

Legislation

Although the federal securities laws are primarily codified throughout Title 15 of the U.S. Code, practitioners rarely refer to code section when referencing securities laws.  Instead, securities lawyers refer to the original act sections, and so it is easier to research the securities laws in sources that are organized by act.  The best of these are CCH's Federal Securities Law Reporter and Bloomberg's Securities Practice Center.

Core Legislation (enacted in the 1930s and 1940s):

  • Securities Act of 1933, codified as amended at 15 U.S.C. § 77a et seq. The '33 Act was the first major federal legislation intended to regulate the sale of securities. Until its passage, securities were regulated only by the states.
  • Securities Exchange Act of 1934, codified as amended at 15 U.S.C. § 78a et seq. The ’34 Act extended federal regulation of securities trading to securities already issued and outstanding. It also created the Securities and Exchange Commission ("SEC").
  • Investment Advisers Act of 1940, codified as amended at 15 U.S.C. § 80b‹1 et seq. The Advisers Act requires that certain investment advisers register with the SEC.
  • Investment Company Act of 1940, codified as amended at 15 U.S.C. 80a‹1 et seq. The 1940 Act applies to companies whose business primarily involves investing in other companies, such as mutual fund companies.

More Recent Legislation:

  • Sarbanes-Oxley Act of 2002, codified and amended at 15 U.S.C. § 7201 et seq. SOX established new accountability standards and criminal penalties for corporate officers and directors and new independence standards for external auditors. It also created the Public Company Accounting Oversight Board, which creates standards to be applied in audits of companies registered with the SEC.

Tracking Legislation & Compiled Legislative History Sources

Tracking Securities Legislation

Looking for a consolidated list of what securities laws are currently under consideration?

Bloomberg's Legislative Activity Tracking is particularly good.  Bloomberg also has a separate tracker for Dodd-Frank implementation.

Compiled Legislative Histories

  • Legislative History of the Securities Act of 1933 and Securities Exchange Act of 1934. Compiled by J. S. Ellenberger and Ellen P. Mahar KF1066 .A58 1973. Also available in PDF format through HeinOnline.
  • Federal Securities Laws: Legislative History, 1933-1982 (supplemented through 1990). Compiled by the Federal Bar Association, Securities Law Committee KF1433.8 .F42 1983.

For more information on Legislative History Research, see our research guide and tutorial.