The Role of Blue Sky Laws After NSMIA and the JOBS Act

State securities laws—in particular, state laws requiring that securities offered by issuers be registered with the states—have been an impediment to the efficient movement of capital to its highest and best use. The pernicious effects of these laws—generally referred to as “blue sky laws”—have been felt most acutely by small businesses, a vital component of our national economy. It has been difficult to remedy this problem. States and state regulators have been tenacious in protecting their registration authority from federal preemption. The Securities and Exchange Commission, on the other hand, has been reluctant to advocate for preemption and unwilling to exercise its delegated power to expand preemption by regulation. In recent years some progress has been made toward a more efficient regulation of capital formation, principally as a result of some congressional preemption of state registration authority. Nonetheless, state registration provisions continue to impede significantly businesses’—especially small businesses’—efficient access to external capital. Further gains in efficient regulation of capital formation can be achieved but require actions both by states and the federal government. States must allocate more resources and effort toward vigorous enforcement of their antifraud provisions. At the federal level, Congress must preempt completely state registration authority. This duty of preemption falls to Congress, because the Commission has shown a sustained unwillingness to exercise its broad, delegated power to preempt state registration authority

The Plight of Small Issuers Under the Securities Act of 1933: Practical Foreclosure From the Capital Market

The thesis of this Article is simple: the Securities Act of 1933 does not work very well for small issuers, a premise which the Securities and Exchange Commission appeared to tacitly recognize in a series of announcements released early this year. Because of a combination of exorbitant costs, unmanageable levels of ambiguity, unworkable resale provisions and contamination caused by prior illegal sales of stock, a small issuer often is unable to comply with the 1933 Act. As a result it may be difficult or even impossible for a small issuer to raise capital by selling stock. There are obvious pernicious effects caused by this inability to exploit one form of financing. One such effect is that both the issuer and society may be denied the benefits of competition if the issuer is unable to secure the funds necessary for expansion. Although it cannot be seriously contended that alterations in the 1933 Act suddenly can turn around a faltering economy or interject meaningful competition in traditionally oligopolistic industries, the 1933 Act does unreasonably impede the capital formation that small businesses require in order to have any chance of competing with larger concerns. It should be made clear at the outset that the thesis of this Article is not that the 1933 Act never works smoothly and rationally for the small issuer. Occasionally a small issuer is able to meet the requirements of the 1933 Act without undue burden and with a reasonable degree of safety. Unfortunately, however, that is the exception and not the rule. More typically a small issuer is confronted with hyper-technical rules and interpretations that seem to have lost all contact with legitimate policy. The small company may also be faced with required procedures to which he simply cannot conform, and with pervasive vagueness that boggles the keenest legal minds

Ever Learning, Ever Loving: Augustine on Teaching as Ministry

While most remember Augustine (354-430 AD) as theologian, exegete, and philosopher, the purpose of this essay is to consider Augustine’s legacy and ministry as teacher. After his conversion (386 AD), Augustine’s views on teaching took a turn. His theological convictions thus set the course for his views on teaching throughout the rest of his life. It is to such views on teaching that this essay seeks to examine. Therefore this essay will wrestle through Augustine’s views on the role of the teacher and the learner and the link between the two, his theological basis for teaching, and some of the methods he used in teaching. Having established these crucial points, it will be argued that Augustine’s views on the role of teacher have significant implications for Christian educators today

Fluid quality in a self-pressurized container discharge line

Quality of cryogenic fluids in vertical discharge line during draining of saturated liquid from self-pressurized containe

High-temperature thermionic emission microscope

Thermionic emission microscope was designed to operate with metal specimen cathode temperatures of 2000 degrees C

Anolis roosevelti

Number of Pages: 2Integrative BiologyGeological Science