It is not the purpose of this article to encompass in its entirety the vast field of securities transactions, but rather to examine this field from the position of the small corporation. Only the high points of this limited area are dealt with, and of necessity the treatment is not exhaustive. Wherever possible, an attempt will be made to point out the problems which might beset the small corporation which is not fully cognizant of the importance of state and federal securities legislation. While it is true that the federal legislation was not enacted primarily for the small corporate issuer, its impact nevertheless is upon the small as well as the large. Thus, the small corporation, like any other issuer of securities, must concern itself with complying with both federal and state legislation.
Leonard Lane, Securities and the Small Corporation, 2 Clev.-Marshall L. Rev. 93 (1953)