WHAT IS SECURITIES LAW?
Securities law is the area of law dealing with securities, which is the generic term for shares of stock, bonds and debentures issues by corporations and governments to evidence ownership and terms of payment of dividends or final pay-off. They are called securities because the assets and/or the profits of the corporation or the credit of the government stand as security for payment. However, unlike secured transactions in which sepcific property is pledged (like a mortgage or car), securities are only as good as the future profitability of the corporation or the management of the governmental agency.
Both federal and state laws regulate securities. Federal securities law are generally administered by the Security and Exchange Commission (SEC) which was established by the Securities Exchange Act of 1934. The other two main federal laws are the Investment Company Act of 1940 and the Investment Advisers Act of 1940. In addition to the federal laws, there are also state laws that govern securities. These laws are commonly known as Blue Sky Laws, which typically give the investor who loses money or is defrauded in the securities markets far greater protections than are available under the federal laws.
Day-to-day work involves due diligence, drafting documents, interfacing with SEC, negotiating the offerings and/or financing documents, writing memos, etc. This practice area is often a good fit for individuals who like to be experts and enjoy rule-driven practices. Those who leave this type of practice find that it can be repetitive, especially with public company reporting, and that it is very deadline-driven, particularly under Sarbanes-Oxley.
IF YOU'RE INTERESTED IN PURSUING A CAREER IN SECURITIES LAW...
1. Take a securities law class in law school. Without the right coursework in law school, it can be difficult to pick up all of the lingo and the complicated aspects of the practice through on-the-job training.
2. Consider taking other business-related courses such as tax and corporations and partnerships.
3. If you plan to do securities litigation, take a trial practice class.
4. Gain practical experience by working as a law clerk or summer associate for a law firm that handles securities-related issues or as a legal intern for the SEC or another government agency.
5. Work as a judicial extern during law school to help develop strong writing skills.
6. Get involved with Loyola's Business Law Center. This will allow you to practice your analytical skills, problem-solving skills, and client counseling skills.
7. Get to know Loyola professors specializing in securities law - Charles Murdock, Steve Ramirez, and Neil Williams.
SECURITIES LAW RESOURCES
"Securities Lawyers Mix Business and Law in Their Work" (Lisa Stansky)
Originally published in Student Lawyer magazine, Vol. 30, No. 8