University of Illinois Urbana-Champaign

Securities Law: Public Company Disclosure & Governance

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University of Illinois Urbana-Champaign

Securities Law: Public Company Disclosure & Governance

Verity Winship

Instructor: Verity Winship

Included with Coursera PlusLearn more

Gain insight into a topic and learn the fundamentals.
Beginner level

Recommended experience

8 hours to complete
Flexible schedule
Learn at your own pace
Gain insight into a topic and learn the fundamentals.
Beginner level

Recommended experience

8 hours to complete
Flexible schedule
Learn at your own pace

What you'll learn

  • How companies become reporting companies and what Forms 10-K, 10-Q, and 8-K require, including risk factors, MD&A, and officer certifications.

  • Apply the materiality standard to decide when a company must disclose events, including the four-business-day timing rule for Form 8-K.

  • Analyze how federal proxy rules, proxy fights, & Rule 14a-8 shareholder proposals shape voting rights & shareholder influence in public companies.

Details to know

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Recently updated!

November 2026

Assessments

15 assignments

Taught in English

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This course is part of the Securities Law for Business and Finance Professionals Specialization
When you enroll in this course, you'll also be enrolled in this Specialization.
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There are 2 modules in this course

You will learn how a company becomes a reporting company under Sections 12(a), 12(g), and 15(d) of the Securities Exchange Act of 1934, and why reporting status matters. You will also learn what Forms 10-K, 10-Q, and 8-K require, including the main sections of the annual report, the role of officer certifications, and how event-driven 8-K filings and their four-business-day deadline work. In addition, you will learn how materiality shapes disclosure decisions, including the reasonable-investor standard in TSC Industries v. Northway, and the debate over mandatory quarterly reporting.

What's included

7 videos1 reading6 assignments

You will learn how shareholders vote in public companies through proxies, why state law governs corporate relationships while federal law governs proxy disclosure, and how Section 14(a) of the Securities Exchange Act of 1934 and the SEC’s proxy rules require disclosure, regulate solicitation, and prohibit fraud. You will also learn how proxy fights work, using Levin v. MGM, and how Rule 14a-8 lets shareholders place governance and social proposals in the proxy statement, including eligibility requirements, grounds for exclusion, the SEC’s changed no-action process, and Lovenheim v. Iroquois Brands. In addition, you will evaluate the limits of shareholder democracy, including advisory proposals, director authority under state law, and the fact that most proposals lose.

What's included

9 videos1 reading9 assignments

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Instructor

Verity Winship
University of Illinois Urbana-Champaign
2 Courses3 learners

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