(a) Joint and several liability; good faith defense. Every person
who, directly or indirectly, controls any person liable under any
provision of this title or of any rule or regulation thereunder
shall also be liable jointly and severally with and to the same extent
as such controlled person to any person to whom such controlled person
is liable (including to the Commission in any action brought under
paragraph (1) or (3) of section 21(d)), unless the controlling person
acted in good faith and did not directly or indirectly induce the
act or acts constituting the violation or cause of action.
5-217
(b) Unlawful activity through or by means
of any other person. It shall be unlawful for any person, directly
or indirectly, to do any act or thing which it would be unlawful for
such person to do under the provisions of this title or any rule or
regulation thereunder through or by means of any other person.
(c) Hindering, delaying,
or obstructing the making or filing of any document, report or information. It shall be unlawful for any director or officer of, or any owner
of any securities issued by, any issuer required to file any document,
report, or information under this title or any rule or regulation
thereunder without just cause to hinder, delay, or obstruct the making
or filing of any such document, report, or information.
5-217.1
(d)
Liability for trading in securities
while in possession of material nonpublic information. Wherever
communicating, or purchasing or selling a security while in possession
of, material nonpublic information would violate, or result in liability
to any purchaser or seller of the security under any provisions of
this title, or any rule or regulation thereunder, such conduct in
connection with a purchase or sale of a put, call, straddle, option,
privilege or security-based swap agreement with respect to such security
or with respect to a group or index of securities including such security,
shall also violate and result in comparable liability to any purchaser
or seller of that security under such provision, rule, or regulation.
*(e) Prosecution
of persons who aid and abet violations. For purposes of any action
brought by the Commission under paragraph (1) or (3) of section 21(d),
any person that knowingly or recklessly provides assistance to another
person in violation of a provision of this title, or of any rule or
regulation issued under this title, shall be deemed to be in violation
of such provision to the same extent as the person to whom such assistance
is provided.
(f) The authority of the Commission
under this section with respect to security-based swap agreements
shall be subject to the restrictions and limitations of section 3A(b)
of this title.
[15 USC 78t. As amended by acts of May 27, 1936 (49 Stat. 1379);
Aug. 20, 1964 (78 Stat. 579); Aug. 10, 1984 (98 Stat. 1265); Dec.
22, 1995 (109 Stat. 757); Nov. 3, 1998 (112 Stat. 3236); Dec. 21,
2000 (114 Stat. 2763A-456); July 30, 2002 (116 Stat. 779); and July
21, 2010 (124 Stat. 1761, 1865).]
