§ 78r. — Liability for misleading statements.
[Laws in effect as of January 24, 2002]
[Document not affected by Public Laws enacted between
January 24, 2002 and December 19, 2002]
[CITE: 15USC78r]
TITLE 15--COMMERCE AND TRADE
CHAPTER 2B--SECURITIES EXCHANGES
Sec. 78r. Liability for misleading statements
(a) Persons liable; persons entitled to recover; defense of good faith;
suit at law or in equity; costs, etc.
Any person who shall make or cause to be made any statement in any
application, report, or document filed pursuant to this chapter or any
rule or regulation thereunder or any undertaking contained in a
registration statement as provided in subsection (d) of section 78o of
this title, which statement was at the time and in the light of the
circumstances under which it was made false or misleading with respect
to any material fact, shall be liable to any person (not knowing that
such statement was false or misleading) who, in reliance upon such
statement, shall have purchased or sold a security at a price which was
affected by such statement, for damages caused by such reliance, unless
the person sued shall prove that he acted in good faith and had no
knowledge that such statement was false or misleading. A person seeking
to enforce such liability may sue at law or in equity in any court of
competent jurisdiction. In any such suit the court may, in its
discretion, require an undertaking for the payment of the costs of such
suit, and assess reasonable costs, including reasonable attorneys' fees,
against either party litigant.
(b) Contribution
Every person who becomes liable to make payment under this section
may recover contribution as in cases of contract from any person who, if
joined in the original suit, would have been liable to make the same
payment.
(c) Period of limitations
No action shall be maintained to enforce any liability created under
this section unless brought within one year after the discovery of the
facts constituting the cause of action and within three years after such
cause of action accrued.
(June 6, 1934, ch. 404, title I, Sec. 18, 48 Stat. 897; May 27, 1936,
ch. 462, Sec. 5, 49 Stat. 1379.)
References in Text
This chapter, referred to in subsec. (a), was in the original ``this
title''. See References in Text note set out under section 78a of this
title.
Amendments
1936--Subsec. (a). Act May 27, 1936, inserted ``or any undertaking
contained in a registration statement as provided in subsection (d) of
section 78o of this title''.
Section Referred to in Other Sections
This section is referred to in sections 78l, 78hh, 78hhh, 79p of
this title.
