Securities Act of 1933: Federal law requiring registration of securities offerings and providing exemptions, establishing the framework for disclosure requirements and anti-fraud provisions
Securities Exchange Act of 1934: Federal law governing secondary market trading and establishing SEC oversight of securities markets
Regulation D: SEC rules providing exemptions from registration requirements, particularly Rules 504, 506(b), and 506(c) for private placement offerings
Rule 144: SEC rule governing resale restrictions on securities and safe harbor provisions for private resales
Blue Sky Laws: State-specific securities laws governing registration, disclosure requirements, and exemptions within each state's jurisdiction
Investment Company Act of 1940: Federal law regulating investment companies and certain pooled investment vehicles
IRC Section 1272: Internal Revenue Code section governing Original Issue Discount (OID) rules for debt instruments
IRC Section 409A: Tax code section regarding valuation methodology and deferred compensation implications for convertible instruments
Uniform Commercial Code: State-adopted uniform laws governing commercial transactions, including secured transactions and negotiable instruments
State Contract Laws: State-specific laws governing contract formation, enforcement, and remedies
State Corporate Laws: State-specific laws governing corporate operations, shareholder rights, and corporate governance
Dodd-Frank Act: Federal law implementing financial regulatory reform, affecting certain aspects of securities offerings and investor protections
