Civil Liability for Registration and Disclosure Violations

What this video covers

• Why registration-violation liability is strict liability and does not turn on disclosure quality or honesty
• How material-misstatement liability applies whether or not a security is exempt from registration
• The difference between a registration violation and a disclosure violation on exam fact patterns
• The two-part reasonable care defense available only for material-misstatement liability
• Why an exempt private placement still creates full exposure for untrue statements or material omissions
• The rescission remedy formula: consideration paid plus interest minus income received
• When the remedy switches from rescission to damages because the purchaser no longer owns the security