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Rule 10b-5: Manipulative and Deceptive Practices

Posted By Barry Ritholtz On April 20, 2010 @ 6:12 am In Derivatives,Legal,Really, really bad calls | Comments Disabled

When ever I wrote something up, I try to show how I reach my conclusion. What are the data, facts, underlying elements used to reach an ultimate decision. In math, algebra, it was called”showing your work.”

Sometimes, I don’t bother show the tiny details. I assume everyone knows 2=+2=4, understand the basic aspects of the US Constitution, and is hip to Freud, Aristotle and McLuhan. Occasionally, this leads me to omit items that I erroneously assume everyone knows. The SEC vs Goldman was just such a case.

For those of you without the benefits of a legal education, or who do not remember their Series 7 tests, this is a refresher: Pay attention eejits [1], this is important:

Rule 10b-5: Employment of Manipulative and Deceptive Practices

It shall be unlawful for any person, directly or indirectly, by the use of any means or instrumentality of interstate commerce, or of the mails or of any facility of any national securities exchange,

(a) To employ any device, scheme, or artifice to defraud,
(b) To make any untrue statement of a material fact or to omit to state a material fact necessary in order to make the statements made, in the light of the circumstances under which they were made, not misleading, or
(c) To engage in any act, practice, or course of business which operates or would operate as a fraud or deceit upon any person,

in connection with the purchase or sale of any security.”

This is why Goldman Sachs is going to have a hard time defending this case — the vilation of 10b-5 is blatant.

It is also why the 2 SEC commissioners who voted against bringing the case — Republican commissioners, Kathleen Casey and Troy Paredes — should be ashamed of themselves. If you have even a passing familiarity with Rule 10b-5 — say for example, you actually read it once — it is obvious that Tourre and Goldman violated this rule.

If you won’t vote for this enforcement action, than what would you vote for? Apparently nothing — and therefore you do not belong on the SEC.

Its time to demand these two Goldman Sachs suck ups resign their commission. They are unqualified and incompetent, and have no business being part of any field where understanding law or having judgment is involved.


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URL to article: http://www.ritholtz.com/blog/2010/04/rule-10b-5-manipulative-and-deceptive-practices/

URLs in this post:

[1] Pay attention eejits: http://www.ritholtz.com/blog/2010/04/wsj-oped-material-misrepresentations-whats-that

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