Articles

The EU Challenge to the SEC, 31 Fordham Int'l L.J. 1692 (2008)
 
When Should Investor Reliance Be Presumed in Securities Class Actions (forthcoming), Bus. Law. (2007)
This article discusses the reasonable reliance requirement in Section 10(b) securities class actions, and in...
 
Is the Financial Industry Regulatory Authority a Government Agency?, 86 Brooklyn Law School, Legal Studies Paper (2007)
The National Association of Securities Dealers, Inc. (“NASD”) and NYSE Group, Inc. (“NYSE”) have combined...
 

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The Once and Future New York Stock Exchange: The Regulation of Global Exchanges, 1 Brook. J. Corp. Fin. & Com. L. 355 (2007)
The NYSE Group, Inc., the parent of the New York Stock Exchange, Inc. (“NYSE”), and...
 

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From SEC Enforcement Attorney to Commissioner, 65 Md. L. Rev. 692 (2006)
 

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From SEC Enforcement Attorney to Commissioner, Women, Leadership & Equality Papers (2005)
 

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Realizing the Dream of William O. Douglas: The Securities and Exchange Commission Takes Charge of Corporate Governance, 30 Del. J. Corp. L. 79 (2005)
The Sarbanes-Oxley Act of 2002 (Sarbanes-Oxley) has markedly changed the boundary between the federal securities...
 

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Reform of Public Company Disclosure in Europe, 26 U. Pa. J. Int’l Econ. L. 379 (2005)
This article compares disclosure reform in the European Union, as expressed in the Prospectus Directive,...
 
Should a Duty to the Corporation be Imposed on Institutional Shareholders? (Panelist), 11 Brooklyn Law School, Public Law Research (2004)
The common law principle that directors owe a primary duty to their corporation and a...
 

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Should a Duty to the Corporation be Imposed on Institutional Investors?, 60 Bus. Law. 1 (2004)
The common law principle that directors owe a primary duty to their corporation and a...
 

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The Securities and Exchange Commission Goes Abroad to Regulate Corporate Governance, 33 Stetson L. Rev. 849 (2004)
Foreign issuers comprise over ten percent of the issuers registered and filing reports under the...
 

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Reconciling Federal and State Interests in Securities Regulation in the United States and Europe, 28 Brook. J. Int’l L. 495 (2003)
Securities law in the United States is found primarily in the federal securities laws administered...
 
Regulating Corporations: Who’s Making the Rules (Panelist), 97 Proc. Am. Soc. Int’l L. 272 (2003)
 

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Turning Seats Into Shares: Causes and Implications of Demutualization of Stock and Futures Exchanges, 53 Hastings L.J. 367; (reprinted in 44 Corp. Prac. Commentator 639 (2002) and in 35 Sec. L. Rev. 492 (2003) (2002)
A dramatic shift in the economic and power structure of the securities industry is currently...
 

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Stock Markets and the Globalization of Retirement Savings: Implications of Privatization of Government Pensions for Securities Regulators, 33 Int’l Law. 955; (reprinted in R. Lastra, ed., The Reform of the International Financial Architecture (2001)) (2000)
 

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The Case for a European Securities Commission, 38 Colum. J. Transnat’l L. 9 (1999)
The free movement of capital is one of the four freedoms set forth in the...
 
Creating Law at the Securities and Exchange Commission: The Lawyer as Prosecutor, 61 Law & Contemp. Probs. 33 (1998)
This essay discusses the role of the SEC prosecutor when expanding the SEC's authority through...
 

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Outsider Trading on Confidential Information: A Breach in Search of a Duty, 20 Cardozo L. Rev. 83 (1998)
Despite the importance of the ban on trading on inside information under the federal securities...
 

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The Challenge to Financial Regulators Posed by Social Security Privatization, 64 Brook. L. Rev. 1043 (1998)
This article discusses some of the regulatory reforms that might accompany or follow social security...
 

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A Report on the Attitudes of Foreign Companies Regarding a U.S. Listing (with James A. Fanto), 3 Stan. J.L. Bus. & Fin. 51 (1997)
 
Authority for the Tender Offer Rules, N.Y.L.J. 3; (reprinted in Sec. & Comm. Lit. R., Feb. 12, 1997 ) (1996)
 
Attacks on the Misappropriation Theory, N.Y.L.J. 3; (reprinted in Sec. & Comm. Lit. R., Jan. 22, 1997) (1996)
 

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Is the Shingle Theory Dead?, 52 Wash. & Lee L. Rev. 1271 (1995)
 
Remarks: Progress Report on Securities Law Harmonization, 89 Proc. Am. Soc’y Int’l L. 409 (1995)
 

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Implications of the Stakeholder Model, 61 Geo. Wash. L. Rev. 1156 (1993)
 

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Symposium on Securities Law Enforcement Priorities, 17 Seton Hall Legis. J. 7 (1993)
 

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Greenmail, the Control Premium and Shareholder Duty, 48 Wash. & Lee L. Rev. 937 (1991)
 

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Is It Time for a Federal Corporation Law, 57 Brook. L. Rev. 55 (1991)
 

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SEC Regulation of Multijurisdictional Offerings, 16 Brook. J. Int'l L. 3 (1990)
 

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Securities Industry Self-Regulation: Tested by the Crash, 45 Wash. & Lee L. Rev. 1297 (1988)
 
The Rashomon Effect in the After-the-Crash Studies, 21 Rev. Sec. & Commodities 101 (1988)
 

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The Independent Corporate Board: A Means to What End?, 52 Geo. Wash. L. Rev. 534; (reprinted in part in The American Law Institute and Corporate Governance (1987)) (1984)
 
Glass-Steagall: Some Critical Reflections, 97 Banking L.J. 631 (1980)
 
Regulatory Reform at the SEC, 1 Corp. Director 22 (1980)
 

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Ambivalent Reflections on Regulation, 12 U.C. Davis L. Rev. 95 (1979)
 
Business Confidentiality Under Attack - Freedom of Information and Privacy (with J. N. Benedict), 1 Corp. L. Rev. 72 (1978)
 

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Securities Commentary (with J. Ketels), 44 Brook. L. Rev. 1189 (1978)
 

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Attorneys' Responsibilities: Adversaries at the Bar of the SEC (with J. C. Daley), 24 Emory L.J. 747 (1975)
 

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Taking Stock of the Court's Jurisdiction in a SIPA Liquidation (with J. M. Weissman), 41 Brook. L. Rev. 1 (1974)
 
Short Selling, 6 Rev. Sec. Reg. 975 (reprinted in 5 Sec. L. Rev. 531 (1973)) (1973)
 

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Attorneys' Securities Law Liabilities, 27 Bus. Law. 1153 (1972)
 
Margin Regulations Updated, 4 Rev. Sec. Reg. 832 (1971)
 

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The Investment Banker and the Credit Regulations, 45 N.Y.U. L. Rev. 59 (reprinted in 164 N.Y.L.J., August 4-7, 1970) (1970)
 

Books

Contributions to Books

Demutualization of Exchanges as a Strategy for Capital Market Regulatory Reform, Focus on Capital: New Approaches to Developing Latin American Capital Markets (2003)
 
Regulation ATS and Related Market Structure Issues in the United States, Exchanges and Alternative Trading Systems (2002)
 
Self-Regulation and Governance at Securities and Commodities Exchanges, Exchanges and Alternative Trading Systems (2002)
 
Foreign Issuer Listing – Requirements in a Globalized Securities Market, Cross-Border Mergers and Acquisitions and the Law (2001)
 
Implied Administrative Procedures, Securities Law Administration, Litigation and Enforcement (1991)
 
After Glass-Steagall: Financial Institution Reregulation, Regulating the New Financial Services Industry (1988)
 

Unpublished Papers

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SHOULD SECURITIES INDUSTRY SELF-REGULATORY ORGANIZATIONS BE CONSIDERED GOVERNMENT AGENCIES?, ExpressO (2008)

Abstract for

“Should Securities Industry Self-Regulatory Organizations Be Considered Government Agencies?”

by Roberta...

 

Presentations

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