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SEC Securities Disclosure: Background and Policy Issues (CRS Report for Congress)

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Release Date Revised Aug. 20, 2024
Report Number IF11256
Report Type In Focus
Authors Eva Su
Source Agency Congressional Research Service
Older Revisions
  • Premium   June 25, 2019 (2 pages, $24.95) add
Summary:

Disclosure requirements are the cornerstone of federal securities regulation. One of the key federal securities laws, the Securities Act of 1933 (P.L. 73-22), is often referred to as the “truth in securities” law. As this name suggests, the 1933 act focuses on disclosure, specifically requiring companies offering securities, such as stocks or bonds for public sale, to provide truthful information about these securities and the risks associated with investing in them. Similarly, the Securities Exchange Act of 1934 (P.L. 73- 291), requires companies with publicly traded securities to periodically report certain information on an ongoing basis. The disclosure-based regulatory philosophy is consistent with Supreme Court Justice Louis Brandeis’s famous quote that “sunlight is said to be the best of disinfectants; electric light the most efficient policeman.” In practice, transparency through disclosure seeks to inform investors and policymakers and enables market mechanisms to price risk and deter fraud. This In Focus discusses the current disclosure regime and analyzes relevant policy issues.