1. Because federal law only requires disclosure of all material information, who bears the responsibility for ensuring the quality and fairness of an offering? The managers and directors of the issuing company? The investment bankers? The securities lawyers? Explain.

2. In many foreign countries, directors are personally liable if they allow a company to continue to conduct any business while it is insolvent. What are the reasons for imposing personal liability on the directors of an insolvent company? Is it ethical to allow directors here in the US to allow the company to continue to transact business?

Would it be ethical for the manager of a company about to file bankruptcy to withdraw all company funds from accounts at banks to which the company owes money to avoid having an administrative hold imposed on the accounts? Explain your reasoning.