§ 78t. Liability of controlling persons and persons who aid and abet violations

Legislative history

Reconstructed from this section’s Code source credit and amendment notes, resolved against the local Statutes at Large. Editorial notes are evidence, not the law that made the change.

1. 1934

   Pub. L. 73–404 · 48 Stat. 881

   Enacted · 15 U.S.C. § 78t

   June 6, 1934, ch. 404, title I, § 20, 48 Stat. 899

   Source evidence

   Code source credit
   June 6, 1934, ch. 404, title I, § 20, 48 Stat. 899

2. 1936

   Public Law not identified

   Inserted · 15 U.S.C. § 78t(c)

   Subsec. (c). Act May 27, 1936, inserted “or any undertaking contained in a registration statement as provided in subsection (d) of section 78o of this title”

   Unresolved: No Public Law or Statutes at Large citation in the Code source.

   Source evidence

   Code amendment note
   Subsec. (c). Act May 27, 1936, inserted “or any undertaking contained in a registration statement as provided in subsection (d) of section 78o of this title”.

3. 1964

   Securities Acts Amendments of 1964

   Pub. L. 88–467 § 9 · 78 Stat. 565

   Substituted · 15 U.S.C. § 78t(c)

   Pub. L. 88–467 extended application of provisions of subsec. (c) by substituting the prohibition against any officer or director of, or an owner of securities issued by, a company from hindering, delaying, or obstructing the preparation or filing of any report, document, or information required to be filed under this chapter for existing provisions applicable only to filings by companies with securities registered on a national securities exchange or subject to the provisions of section 78o(d) of this title

   Source evidence

   Code amendment note
   Subsec. (c). Pub. L. 88–467 extended application of provisions of subsec. (c) by substituting the prohibition against any officer or director of, or an owner of securities issued by, a company from hindering, delaying, or obstructing the preparation or filing of any report, document, or information required to be filed under this chapter for existing provisions applicable only to filings by companies with securities registered on a national securities exchange or subject to the provisions of section 78o(d) of this title.

   Enacted provision · exact public law section
   Sec. 9. Section 20(c) of the Securities Exchange Act of 1934 is 15 USC 78t. amended to read as follows: “(c) It shall be unlawful for any director or officer of, or any owner of any securities issued by, any issuer required to file any document, report, or information under this title or any rule or regulation thereunder without just cause to hinder, delay, or obstruct the making or filing of any such document, report, or information.”

4. 1984

   Insider Trading Sanctions Act of 1984

   Pub. L. 98–376 § 5 · 98 Stat. 1264

   Added · 15 U.S.C. § 78t(d)

   Pub. L. 98–376 added subsec. (d)

   Source evidence

   Code amendment note
   Subsec. (d). Pub. L. 98–376 added subsec. (d).

   Enacted provision · exact public law section
   Sec. 5. Section 20 of the Securities Exchange Act of 1934 is 15 USC 78t. amended by adding at the end thereof the following: “(d) Wherever communicating, or purchasing or selling a security while in possession of, material nonpublic information would violate, or result in liability to any purchaser or seller of the security under any provision of this title, or any rule or regulation thereunder, such conduct in connection with a purchase or sale of a put, call, straddle, option, or privilege with respect to such security or with respect to a group or index of securities including such security, shall also violate and result in comparable liability to any purchaser or seller of that security under such provision, rule, or regulation.”.

5. 1995

   Private Securities Litigation Reform Act of 1995

   Pub. L. 104–67 § 104(1) · 109 Stat. 737

   Substituted · 15 U.S.C. § 78t

   Pub. L. 104–67, § 104(1), substituted “liability of controlling persons and persons who aid and abet violations” for “Liabilities of controlling persons” in section catchline

   Source evidence

   Code amendment note
   Pub. L. 104–67, § 104(1), substituted “liability of controlling persons and persons who aid and abet violations” for “Liabilities of controlling persons” in section catchline.

   Enacted provision · exact public law section
   (1) by striking the section heading and inserting the following: and

6. 1995

   Private Securities Litigation Reform Act of 1995

   Pub. L. 104–67 § 104(2) · 109 Stat. 737

   Added · 15 U.S.C. § 78t(f)

   Pub. L. 104–67, § 104(2), added subsec. (f)

   Source evidence

   Code amendment note
   Subsec. (f). Pub. L. 104–67, § 104(2), added subsec. (f).

   Enacted provision · exact public law section
   (2) by adding at the end the following new subsection: “(f) Prosecution of Persons Who Aid and Abet Violations.— For purposes of any action brought by the Commission under paragraph (1) or (3) of section 21(d), any person that knowingly provides substantial assistance to another person in violation of a provision of this title, or of any rule or regulation issued under this title, shall be deemed to be in violation of such provision to the same extent as the person to whom such assistance is provided.”.

7. 1998

   Securities Litigation Uniform Standards Act of 1998

   Pub. L. 105–353 title III § 301(b)(12) · 112 Stat. 3227

   Redesignated · 15 U.S.C. § 78t(e); 15 U.S.C. § 78t(f)

   Pub. L. 105–353 redesignated subsec. (f) as (e)

   Source evidence

   Code amendment note
   Subsecs. (e), (f). Pub. L. 105–353 redesignated subsec. (f) as (e).

   Enacted provision · exact public law section
   (12) Section 20 (15 U.S.C. 78t) is amended by redesignating subsection (f) as subsection (e).

8. 2000

   Consolidated Appropriations Act, 2001

   Pub. L. 106–554 § 1(a)(5)(tIII)(s303)(i) · 114 Stat. 2763

   Amended · 15 U.S.C. § 78t(d)

   Pub. L. 106–554, § 1(a)(5) [title III, § 303(i)], amended subsec. (d) generally. Prior to amendment, subsec. (d) read as follows: “Wherever communicating, or purchasing or selling a security while in possession of, material nonpublic information would violate, or result in liability to any purchaser or seller of the security under any provision of this chapter, or any rule or regulation thereunder, such conduct in connection with a purchase or sale of a put, call, straddle, option,, privilege, or security futures product with respect to such security or with respect to a group or index of securities including such security, shall also violate and result in comparable liability to any purchaser or seller of that security under such provision, rule, or regulation.”

   Source evidence

   Code amendment note
   Subsec. (d). Pub. L. 106–554, § 1(a)(5) [title III, § 303(i)], amended subsec. (d) generally. Prior to amendment, subsec. (d) read as follows: “Wherever communicating, or purchasing or selling a security while in possession of, material nonpublic information would violate, or result in liability to any purchaser or seller of the security under any provision of this chapter, or any rule or regulation thereunder, such conduct in connection with a purchase or sale of a put, call, straddle, option,, privilege, or security futures product with respect to such security or with respect to a group or index of securities including such security, shall also violate and result in comparable liability to any purchaser or seller of that security under such provision, rule, or regulation.”

   Enacted provision · exact public law section
   (5) H.R. 5660, as introduced on December 14, 2000.

9. 2000

   Consolidated Appropriations Act, 2001

   Pub. L. 106–554 § 1(a)(5)(tII)(s205)(a)(3) · 114 Stat. 2763

   Substituted · 15 U.S.C. § 78t(d)

   Pub. L. 106–554, § 1(a)(5) [title II, § 205(a)(3)], substituted “, privilege, or security futures product” for “or privilege”

   Target inherited from the preceding amendment note.

   Source evidence

   Code amendment note
   Pub. L. 106–554, § 1(a)(5) [title II, § 205(a)(3)], substituted “, privilege, or security futures product” for “or privilege”.

   Enacted provision · exact public law section
   (5) H.R. 5660, as introduced on December 14, 2000.

10. 2000

    Consolidated Appropriations Act, 2001

    Pub. L. 106–554 § 1(a)(5)(tIII)(s303)(j) · 114 Stat. 2763

    Added · 15 U.S.C. § 78t(f)

    Pub. L. 106–554, § 1(a)(5) [title III, § 303(j)], added subsec. (f)

    Source evidence

    Code amendment note
    Subsec. (f). Pub. L. 106–554, § 1(a)(5) [title III, § 303(j)], added subsec. (f).

    Enacted provision · exact public law section
    (5) H.R. 5660, as introduced on December 14, 2000.

11. 2010

    Investor Protection and Securities Reform Act of 2010

    Pub. L. 111–203 § 929P(c) · 124 Stat. 1376

    Inserted · 15 U.S.C. § 78t(a)

    Pub. L. 111–203, § 929P(c), inserted “(including to the Commission in any action brought under paragraph (1) or (3) of section 78u(d) of this title)” after “controlled person is liable”

    Source evidence

    Code amendment note
    Subsec. (a). Pub. L. 111–203, § 929P(c), inserted “(including to the Commission in any action brought under paragraph (1) or (3) of section 78u(d) of this title)” after “controlled person is liable”.

    Enacted provision · exact public law section
    (c) Control Person Liability Under the Securities Exchange Act of 1934.— Section 20(a) of the Securities Exchange Act of 1934 (15 U.S.C. 78t(a)) is amended by inserting after “controlled person is liable” the following: “(including to the Commission in any action brought under paragraph (1) or (3) of section 21(d))”.

    Effective date note
    Amendment by sections 929O and 929P(c) of Pub. L. 111–203 effective 1 day after July 21, 2010, except as otherwise provided, see section 4 of Pub. L. 111–203, set out as an Effective Date note under section 5301 of Title 12, Banks and Banking. Amendment by section 762(d)(6) of Pub. L. 111–203 effective on the later of 360 days after July 21, 2010, or, to the extent a provision of subtitle B (§§ 761–774) of title VII of Pub. L. 111–203 requires a rulemaking, not less than 60 days after publication of the final rule or regulation implementing such provision of subtitle B, see section 774 of Pub. L. 111–203, set out as a note under section 77b of this title.

12. 2010

    Wall Street Transparency and Accountability Act of 2010

    Pub. L. 111–203 § 762(d)(6)(A) · 124 Stat. 1376

    Struck · 15 U.S.C. § 78t(d)

    Pub. L. 111–203, § 762(d)(6)(A), struck out “(as defined in section 206B of the Gramm-Leach-Bliley Act)” after “security-based swap agreement”

    Source evidence

    Code amendment note
    Subsec. (d). Pub. L. 111–203, § 762(d)(6)(A), struck out “(as defined in section 206B of the Gramm-Leach-Bliley Act)” after “security-based swap agreement”.

    Enacted provision · exact public law section
    (A) in subsection (d), by striking “(as defined in section 206B of the Gramm-Leach-Bliley Act)”; and

    Effective date note
    Amendment by sections 929O and 929P(c) of Pub. L. 111–203 effective 1 day after July 21, 2010, except as otherwise provided, see section 4 of Pub. L. 111–203, set out as an Effective Date note under section 5301 of Title 12, Banks and Banking. Amendment by section 762(d)(6) of Pub. L. 111–203 effective on the later of 360 days after July 21, 2010, or, to the extent a provision of subtitle B (§§ 761–774) of title VII of Pub. L. 111–203 requires a rulemaking, not less than 60 days after publication of the final rule or regulation implementing such provision of subtitle B, see section 774 of Pub. L. 111–203, set out as a note under section 77b of this title.

13. 2010

    Investor Protection and Securities Reform Act of 2010

    Pub. L. 111–203 § 929O · 124 Stat. 1376

    Inserted · 15 U.S.C. § 78t(e)

    Pub. L. 111–203, § 929O, inserted “or recklessly” after “knowingly”

    Source evidence

    Code amendment note
    Subsec. (e). Pub. L. 111–203, § 929O, inserted “or recklessly” after “knowingly”.

    Enacted provision · exact public law section
    SEC. 929O. AIDING AND ABETTING STANDARD OF KNOWLEDGE SATISFIED BY RECKLESSNESS.   Section 20(e) of the Securities Exchange Act of 1934 (15 U.S.C. 78t(e)) is amended by inserting “or recklessly” after “knowingly”.

    Effective date note
    Amendment by sections 929O and 929P(c) of Pub. L. 111–203 effective 1 day after July 21, 2010, except as otherwise provided, see section 4 of Pub. L. 111–203, set out as an Effective Date note under section 5301 of Title 12, Banks and Banking. Amendment by section 762(d)(6) of Pub. L. 111–203 effective on the later of 360 days after July 21, 2010, or, to the extent a provision of subtitle B (§§ 761–774) of title VII of Pub. L. 111–203 requires a rulemaking, not less than 60 days after publication of the final rule or regulation implementing such provision of subtitle B, see section 774 of Pub. L. 111–203, set out as a note under section 77b of this title.

14. 2010

    Wall Street Transparency and Accountability Act of 2010

    Pub. L. 111–203 § 762(d)(6)(B) · 124 Stat. 1376

    Struck · 15 U.S.C. § 78t(f)

    Pub. L. 111–203, § 762(d)(6)(B), struck out “(as defined in section 206B of the Gramm-Leach-Bliley Act)” after “security-based swap agreements”

    Source evidence

    Code amendment note
    Subsec. (f). Pub. L. 111–203, § 762(d)(6)(B), struck out “(as defined in section 206B of the Gramm-Leach-Bliley Act)” after “security-based swap agreements”.

    Enacted provision · exact public law section
    (B) in subsection (f), by striking “(as defined in section 206B of the Gramm-Leach-Bliley Act)”; and

    Effective date note
    Amendment by sections 929O and 929P(c) of Pub. L. 111–203 effective 1 day after July 21, 2010, except as otherwise provided, see section 4 of Pub. L. 111–203, set out as an Effective Date note under section 5301 of Title 12, Banks and Banking. Amendment by section 762(d)(6) of Pub. L. 111–203 effective on the later of 360 days after July 21, 2010, or, to the extent a provision of subtitle B (§§ 761–774) of title VII of Pub. L. 111–203 requires a rulemaking, not less than 60 days after publication of the final rule or regulation implementing such provision of subtitle B, see section 774 of Pub. L. 111–203, set out as a note under section 77b of this title.

12 of 14 references resolved to an enrolled provision · 1 partial · 1 unresolved