2 things Act 33 and Act 34
Act 33 –
1. ’33 requires a registration statement filed with the SEC containing audited financial statements prepared by accountants for public sales of securities in interstate commerce
2. Civil Liability –suits for money damages under Section 11 of ’33 – must show
a. Acquired the stock – need not be the initial purchaser
b. Suffered a loss
c. Material Misrepresentation or omission of fact in the financial statement
d. NO SCIENTER or RECKLESS disregard for the truth or RELIANCE need to be proven by thepurchaser.
e. Accountant is liable unless he can prove it was not his fault (due diligence defense)
f. Plaintiff must sue within 1 year of discovery of the misrepresentation and within 3 years of the offering date
3. Criminal liability if accountant willfully made misrepresentation
Act 34 11b and 10b-5
1. ’34 generally covers stock sold on national stock exchanges in interstate commerce and requires reports and financial statements prepared by public accountants.
2. Civil Liability for money damages under Section 10 b & Rule 10 b-5 – must show
a. Purchaser or seller of stock
b. Suffered a loss
c. Material Misrepresentation or omission of fact in the accountant’s report
d. Must also show SCIENTER (or a reckless disregard for the truth) – an intent to deceive or
bad faith – negligence
FAR - 77 x2 Wiley book & no test bank
AUD - 83 x3 NINJA Test bank 3 time
REG - 80 x1 NINJA Test bank
BEC - 78 X2 NINJA Test bank ..done!!promesa cumplida mama -que llege al cielo 🙂
Ethic 100% Licensed VA CPA
.