federal securities law is enacted in 1933 in United States

1. “Take Two”
Broc Romanek
Editor, TheCorporateCounsel.net
Episode 2: “Birth of Securities Act of 1933”

2.  „33 Act part of FDR‟s famous “First 100 Days”
of New Deal
 Commonly known back then as “Truth in
Securities Act”
 Required registration statements to be filed
with Federal Trade Commission (SEC wasn‟t
created until „34 Act)
 Original draft didn‟t require audited financials
1st to Regulate Securities Issuance

3. New Deal Architects Behind Bill
 Felix Frankfurter – went on to Supreme
Court
 James Landis – became SEC Chair in „37
 Benjamin Cohen – key advisor to FDR for
all 4 terms; also drafted „34 Act
 Thomas Corcoran – leader of New Dealers
til fell out with FDR; also drafted „34 Act

4. Resistance After Enactment
 Wall Street soon opposed to new law
 After new law, many believed Old Deal
practices would prevail
 Lawyers key to changing unregulated
mindset & embrace gatekeeper concept
 Due diligence defense helped ease
acceptance among lawyers