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Course Details

Securities Regulation (Fisch)

Fall 2025   LAW 662-001  

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Faculty
Jill E. Fisch

Saul A. Fox Distinguished Professor of Business Law; Co-Director, Institute for Law and Economics

jfisch@law.upenn.edu
Additional Information

Skills Training
Other Professional Skills: Introduction to securities filings.

Grading
100% Exam

Exam
Essay,
In Class,
Open-Book

Satisfies Senior Writing Requirement

No

Location

Class meets in person.

Course Continuity
Students are encouraged to stay home if you are ill or experience flu-like symptoms. If you miss a class for any reason, it is still your responsibility to make up the work missed.

I offer the following to students who miss class due to illness:

- Class sessions are regularly recorded. I will make these recordings routinely available on the course site to everyone in the class.

Meeting Times/Location
MTW 10:30AM - 11:55AM
Silverman Hall 245A

Category
Upper-Level

Credits
4.0

This course examines federal securities regulation. Topics include the registration of securities under the Securities Act (and applicable exemptions), civil liability, the definition of a security, periodic disclosure requirements for public companies, Rule 10b-5 liability, the role and powers of the Securities & Exchange Commission and capital markets regulation. The course is particularly useful for students pursuing careers in business law, litigation, capital markets, investment banking, and/or private equity. The course will use a combination of lecture and Socratic formats. Regular attendance and class participation are required.

Required prerequisites: For JD students - prior or concurrent enrollment in Corporations For LLM students - a pror course in business law at Penn or elsewhere OR permission of the Professor.

Course Concentrations

Business and Corporate Law Learning outcomes: Demonstrate a core understanding of business and corporate law; Perform legal analysis in the context of business and corporate law; Communicate effectively on topics related to business and corporate law; Demonstrate an understanding of the interconnection between the world of business and finance and that of business and corporate law, and how they affect other areas of law and society.

Administrative and Regulatory Law Learning outcomes: Demonstrate a core understanding of administrative and regulatory law and the administrative process, including the role of statutory authorization and work of administrative agencies; Perform legal analysis in the context of administrative and regulatory law; Communicate effectively on topics related to administrative and regulatory law; Demonstrate an understanding of the role administrative and regulatory law play in our legal system and in society as a whole.


Textbooks

"Securities Regulation Statutory Supplement" by Stephen J. Choi and A.C. Pritchard
Edition: 2025 (most recent)
Publisher: Foundation Press
ISBN: 9798895453698
Required

"Securities Regulation, Cases and Analysis" by Stephen J. Choi and A.C. Pritchard
Edition: 6th edition
Publisher: Foundation Press
ISBN: 9781636592718
Required