书城外语法律专业英语教程
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第51章 Securities Law 证券法(3)

FINRA is responsible for regulatory oversight of all securities firms that do business with the public; professional training,testing and licensing of registered persons; arbitration and mediation;market regulation by contract for the New Y ork Stock Exchange, the NASDAQ Stock Market, Inc., the American Stock Exchange LLC, and the International Securities Exchange,LLC;and industry utilities,such as Trade Reporting Facilities and other over-the-counter operations.

FINRA was formed by a consolidation of the enforcement armof theNew Y ork Stock Exchange, NYSE Regulation, Inc., and the NASD. The merger was approved by the United States Securities and Exchange Commission ( SEC) on July 26, 2007.

I Reading comprehension.

1.hat aspects does the securities regulation include?

2. How many principals U.S. federal statutes are there in the area of securities regulation?

3. What are called the blue sky laws?

4. When did the Congress pass the Securities Exchange Act?

5. What is the SEC?

6. How does theSEC make reports to the public?

II Phrase translation from Chinese into English.

1.纽约证券交易所

2.《证券交易条例》

3.证券交易委员会

4.《信托契约法》

5.国家证券经纪商协会

6.半政府的,半官方的

7.自我监管机构

8.蓝天法

III

Fill in the blanks with the words and expressions in the box.

purchase regional agents function

disposesecuritiesinterestscontinuity

One area subject to 1934 Act regulation is the actual ( 1)exchange—the physical place where people ( 2)and sell securities ( stocks, bonds, notes of debenture) . Some of the more well known exchanges include the New York Stock Exchange, the American Stock Exchange, and ( 3)exchanges like the Cincinnati Stock Exchange, Philadelphia Stock Exchangeand Pacific Stock Exchange. At thoseplaces,( 4)of the exchange, or specialists, act as middlemen for the competing( 5)to buy and sell apples. An important ( 6)of the specialist is to inject liquidity and price ( 7)into the market. Given that people come to the exchange to easily acquire securities or to easily ( 8)of a portfolio of securities, the specialists role is important to the exchange.

IV Paragraph translation from English into Chinese.

The enforcement authority given by Congress allows the SEC to bring civil enforcement actions against individuals or companies alleged to have committed accounting fraud, provided false information, or engaged in insider trading or other violations of the securities law. The SEC also works with criminal law enforcement agencies to prosecute individuals and companies alikefor offenses which include a criminal violation.

V Paragraph translation from Chinese into English.

美国的证券监管是美国法律中涉及证券及与证券相关的交易各方面的部分。它包括通过政府监管机构进行的联邦级别和州级别的监管,其中最重要的是联邦级别的美国证券交易委员会。显著的影响就在于州级别和联邦级别的证券法律都保证了个人债权的有效性,同时越来越多的法律对财产欺诈都有了规定。

VI Oral work.

Can you give a brief introduction to the U.S.Securities and Exchange Commission?

Blue Sky Law

A blue sky law is a state law in the United States that regulates the offering and sale of securities to protectthe public from fraud. Though the specific provisions of these laws vary among states, they all require the registration of all securities offerings and sales, as well as of stock brokers and brokerage firms. Each state s blue sky law is administered by its appropriate regulatory agency, and most also provide private causes of action for private investors who have been injured by securities fraud.

The first blue sky law was enacted in Kansas in 1911 at the urging of its banking commissioner, Joseph Norman Dolley, and served as a model for similar statutes in other states. Between 1911 and 1933, 47 states adopted blue-sky statutes ( Nevada was the lone holdout) . Today, the blue sky laws of 40 of the50 states are patterned after the Uniform Securities Act of 1956. Historically, the federal securities laws and the state blue sky laws complemented and often duplicated one another.Much of the duplication, especially with regards to registration of securities and the regulation of brokers and advisors, was largely preempted by theSecurities and Exchange Commission with the National Securities Markets Improvement Act of 1996 ( NSMIA) . This act, however, left some regulation of investment advisors and much of the fraud litigation under state jurisdiction. In 1998, state law securities fraud claims were expressly preempted by the Securities Litigation Uniform Standards Act from being raised in lawsuits that were effectively class actions by investors, even if not filed as class actions.