The Securities Act of 1933 mandates the issuer to provide significant information to the investor on securities offered for public sale. It also seeks to prevent misrepresentation, deception and other fraud in the sale of securities. This statute is also popularly known as the Federal Securities Act 1933.
Through compulsory registration of securities offered for public issue or sale, the issuer has to disclose important financial information in order to enable the investor take an informed decision on the subscription or purchase of the company’s securities.
Though the US Securities and Exchange Commission requires that such information provided by the issuer shall be true and fair, yet it does not guarantee the accuracy of such statements.
Believing in and relying on those information furnished, investors who purchase securities but suffer losses due to deceptive or fraudulent misrepresentations therein, are entitled to bring legal action for the recovery of damages. There is liability under securities act of 1933 on the guilty to make good loss of the victim on this score.
Securities offered for sale to the US public must be registered. In the registration form the issuer has to provide the particulars regarding the securities offered for sale, business and properties of the company, its management and copies of its financial statements certified by independent accountants. The Commission scrutinizes such registration statements for compliance with disclosure parameters.
Such registration statements and prospectuses shortly after filing with the US Securities and Exchange Commission are made public. Those statements filed by US domestic companies with the Commission are available on the EDGAR.
Private offerings to a limited number of persons among friends or relations or institutions, offerings of limited size, intra state offerings within a particular state and securities of municipalities, state or federal governments enjoy exemption from the Securities Act 1933. So the requirement of registration with the US Securities and Exchange Commission does not apply to these issues and offerings.