This Article describes the background of the federal securities laws and the assumptions about full disclosure that where made to justify the intrusive legislation. It also considers the problems encountered by the SEC in the nearly seven decades that have passed since the Stock Market Crash of 1929 and then reviews the market meltdown over the last three years and describes how full disclosure regulation failed. Finally, the author focuses on a principal flaw in the system – the misguided effort to turn accountants into policeman.
Jerry W. Markham, Accountants Make Miserable Policemen: Rethinking the Federal Securities Laws, 28 N.C.J. Int'l L. & Com. Reg. 725, 812 (2003).