Securities Act of 1933: Federal law regulating the initial issuance of securities, including bonds. Requires registration of securities offerings and mandates specific disclosures to investors.
Securities Exchange Act of 1934: Federal law governing secondary market trading of securities and establishing the SEC. Includes ongoing reporting requirements for issuers.
Trust Indenture Act of 1939: Federal law specifically governing bond offerings, requiring a formal written agreement (indenture) between bond issuer and trustee protecting bondholder rights.
Regulation D: SEC regulation providing exemptions for private placement offerings, allowing companies to issue bonds without full SEC registration under certain conditions.
Rule 144A: SEC rule facilitating the trading of private securities, including corporate bonds, among qualified institutional buyers.
Blue Sky Laws: State-specific securities laws governing the offering and sale of securities within each state, including registration and disclosure requirements.
Delaware General Corporation Law: Primary corporate law statute for Delaware-incorporated companies, governing corporate authority to issue bonds and related corporate actions.
Internal Revenue Code: Federal tax law provisions governing the tax treatment of corporate bonds, including interest payments, original issue discount, and withholding requirements.
UCC Article 8: Uniform Commercial Code article governing investment securities, including the transfer and pledge of bonds.
UCC Article 9: Uniform Commercial Code article governing secured transactions, relevant for secured bonds and collateral arrangements.
Bankruptcy Code: Federal law governing bankruptcy proceedings, including Chapter 11 reorganization and the treatment of bondholders in bankruptcy.
Dodd-Frank Act: Post-2008 financial reform legislation containing provisions affecting corporate bonds, including reporting requirements and trading regulations.
