The Scope of Private Securities Litigation: In Search of Liability Standards for Secondary Defendants

Authors

Jill E. Fisch, University of Pennsylvania Carey Law SchoolFollow

ORCID

Jill Fisch 0000-0002-6771-6287

Document Type

Article

Publication Date

1999

Abstract

Recent federal court decisions have struggled to apply the Supreme Court's decision in Central Bank v. First Interstate to determine when outside professionals should be held liable as primary violators under section IO(b) of the Securities Exchange Act. In keeping with the Court's current interpretive methodology, Central Bank and its progeny employ a textualist approach. In this Article, Professor Fisch argues that literal textualism is an inappropriate approach for interpreting the federal securities laws generally and misguided in light of legislative developments post-dating the Central Bank decision. Instead, Professor Fisch advocates an approach that weighs Congress 's recent endorsement of liability for outside professionals against the potential for litigation abuses perceived by the Central Bank Court. The Article concludes that recent federal decisions have been unduly restrictive in their interpretation of section 1 O(b) liability, and suggests that courts give greater consideration to the nature of the professional-client relationship and the role of liability in furthering the integrity of the securities markets.

Keywords

Litigation, Securities Law, Banking and Finance, Corporations

Publication Title

Columbia Law Review

Publication Citation

99 Colum. L. Rev. 1293 (1999).

Repository Citation

Fisch, Jill E., "The Scope of Private Securities Litigation: In Search of Liability Standards for Secondary Defendants" (1999). All Faculty Scholarship. 1218.
https://scholarship.law.upenn.edu/faculty_scholarship/1218