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Controlling the Controllers: Section 20(a) Control Person Liability and Promoting Gatekeeper Behavior Among Officers and Directors

Nicholas Graves

Columbia Business Law Review2025https://doi.org/10.52214/cblr.v2024i2.13517article
ABDC A
Weight
0.50

What the paper says

Section 20(a) of the Securities Exchange Act of 1934 allows controlling persons to be held vicariously liable for breaches of the securities laws by parties whom they control. A circuit split has emerged between the Second and the Ninth Circuits concerning whether a plaintiff must show that a control person defendant was a culpable participant in the violative act. This Note argues in favor of the Ninth Circuit standard which holds that plaintiffs should not be required to plead that control person defendants were culpable participants. In doing so, this Note argues that broader exposure for control persons would encourage increased monitoring and gatekeeper behavior among officers and directors.

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https://doi.org/https://doi.org/10.52214/cblr.v2024i2.13517

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@article{nicholas2025,
  title        = {{Controlling the Controllers: Section 20(a) Control Person Liability and Promoting Gatekeeper Behavior Among Officers and Directors}},
  author       = {Nicholas Graves},
  journal      = {Columbia Business Law Review},
  year         = {2025},
  doi          = {https://doi.org/https://doi.org/10.52214/cblr.v2024i2.13517},
}

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Evidence weight

0.50

Balanced mode · F 0.40 / M 0.15 / V 0.05 / R 0.40

F · citation impact0.50 × 0.4 = 0.20
M · momentum0.50 × 0.15 = 0.07
V · venue signal0.50 × 0.05 = 0.03
R · text relevance †0.50 × 0.4 = 0.20

† Text relevance is estimated at 0.50 on the detail page — for your query’s actual relevance score, open this paper from a search result.