Delaware § 73-201 Employment of manipulative and deceptive devices

Delaware Statutes

§ 73-201 — Employment of manipulative and deceptive devices

Delaware § 73-201

Title6

Ch. 73SECURITIES ACT

Subch.Provisions Relating to the Offer, Sale, and Purchase of Securities

This text of Delaware § 73-201 (Employment of manipulative and deceptive devices) is published on Counsel Stack Legal Research, covering Delaware primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

Del. Code tit. 6, § 73-201 (2026).

Text

It is unlawful for any person, in connection with the offer, sale or purchase of any security, directly or indirectly:

(1)To employ any device, scheme or artifice to defraud;

(2)To make any untrue statement of a material fact or to omit to state a material fact necessary in order to make the statements made, in the light of the circumstances under which they are made, not misleading; or

(3)To engage in any act, practice or course of business which operates or would operate as a fraud or deceit upon any person. In interpreting this section, courts will be guided by the interpretations given by federal courts to similar language set forth in § 17(a) of the Securities Act of 1933 [15 U.S.C. § 77q] and Rule 10b-5 [17 C.F.R. § 240.10b-5] promulgated under the Securities Exchange Act of 1

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It is unlawful for any person, in connection with the offer, sale or purchase of any security, directly or indirectly:

(1) To employ any device, scheme or artifice to defraud;

(2) To make any untrue statement of a material fact or to omit to state a material fact necessary in order to make the statements made, in the light of the circumstances under which they are made, not misleading; or

(3) To engage in any act, practice or course of business which operates or would operate as a fraud or deceit upon any person.

In interpreting this section, courts will be guided by the interpretations given by federal courts to similar language set forth in § 17(a) of the Securities Act of 1933 [15 U.S.C. § 77q] and Rule 10b-5 [17 C.F.R. § 240.10b-5] promulgated under the Securities Exchange Act of 1934, to include, without limitation, any difference in pleading requirements governing actions brought by securities regulators as opposed to private litigants.

Legislative History

6 Del. C. 1953, § 7303; 59 Del. Laws, c. 208, § 1 ; 68 Del. Laws, c. 181, § 16 ; 78 Del. Laws, c. 175, §§ 118, 122 ; 79 Del. Laws, c. 182, § 4 ; 84 Del. Laws, c. 230, § 4