Pennsylvania Investor Resources
The Pennsylvania Securities Act, at least with respect to false statements and omissions states in 70 PA Stat. 1–401 that:
It is unlawful for any person, in connection with the offer, sale or purchase of any security in this State, directly or indirectly:
(a) To employ any device, scheme or artifice to defraud;
(b) To make any untrue statement of a material fact or to omit to state a material fact necessary in order to make the statements made, in the light of the circumstances under which they are made, not misleading; or
(c) To engage in any act, practice or course of business which operates or would operate as a fraud or deceit upon any person.
70 PA Stat. 1–401 (Pennsylvania Unconsolidated Statutes (2016 Edition)).
The Pennsylvania Securities Act, with respect to Remedies, also states that:
b) Any person who purchases a security in violation of sections 401, 403, 404 or otherwise by means of any untrue statement of a material fact or any omission to state a material fact necessary in order to make the statements made, in light of the circumstances under which they are made, not misleading, shall be liable to the person selling the security to him, who may sue either at law or in equity to recover the security, plus any income or distributions, in cash or in kind, received by the purchaser thereon, upon tender of the consideration received, or for damages if the purchaser no longer owns the security. Damages are the excess of the value of the security when the purchaser disposed of it, plus interest at the legal rate from the date of disposition, over the consideration paid for the security. Tender requires only notice of willingness to pay the amount specified in exchange for the security. Any notice may be given by service as in civil actions or by certified mail to the last known address of the person liable.
70 PA Stat. 1–501 Civil Liabilities (Pennsylvania Unconsolidated Statutes (2023 Edition)).
However, in Pennsylvania, there is a catch. Investor victims can only sue “the person selling the security to him,” as set forth above.
The Pennsylvania Securities Act, unlike Section 10(b) of the Exchange Act, only permits “buyers” to maintain a cause of action under the Act, against “sellers” or the issuers of securities, and not intermediaries, such as brokerage firms or stockbrokers selling the securities of third parties.
Specifically, Section 1-501 of the Act, 70 Pa. Con. Stat. 1-501, with respect to Civil Liabilities, does not provide a private cause of action against a defendant who did not “sell” or “purchase” securities under Sections 1-501(a). As the Third Circuit explained in Biggans v. Bache Halsey Stuart Shields, Inc., 638 F.2d 605, 610 (3rd Cir. 1980):
“Section [1-501] gives a cause of action to defrauded sellers and buyers, it only gives the seller or buyer the right to sue the person purchasing or selling the security. Biggans is suing his broker, not the individuals who purchased the securities that his broker sold for him or those who sold the securities that his broker bought for him. Furthermore, the relief provided by the statute for injured parties, which is limited essentially to rescission, would be unavailing in a suit against a broker for churning.”
638 F.2d at 610; See also, Jairett v. First Montauk Sec. Corp., 153 F. Supp. 2d 562, 577 (E.D. Pa. 2001)(holding that plaintiffs may not bring a claim under Section 1-501 against broker-dealer who was not a seller of securities); Zawid v. Elkins & Co., 1982 Pa. Dist. & Cnty. Dec. LEXIS 43 (October 26, 1982)(“the Pennsylvania Securities Act of 1972 does not afford a private cause of action against a broker”).
Pennsylvania Unfair Trade Practices and Consumer Protection Act
The Pennsylvania Unfair Trade Practices and Consumer Protection Law 73 Pa. C.S.A. § 201-1 et. seq. (“UTP/CLP”) is a broad remedial law designed to combat a variety of deceptive and misleading practices against consumers. In addition to compensatory damages, Section 201-9.2(a) of the Act provides for the recovery of treble damages; interest at the rate of 6%; and reasonable attorneys fees and costs for victims of “fraudulent investment services,” as articulated by the Court in Algrant.
Section 201-2(4)(xxi) of the law defines “unfair methods of competition” and “unfair or deceptive acts or practices” as including “[e]ngaging in any other fraudulent conduct which creates a likelihood of confusion or of misunderstanding.” Section 201-3 of the law declares it “unlawful any unfair methods of competition and unfair or deceptive acts or practices defined by the law.” A number of federal courts in Pennsylvania, including the Third Circuit Court of Appeals, have determined that the UTP/CPL is clearly applicable to claims against brokers and investment advisers for fraudulent or deceptive conduct. See, McCullough v. Shearson Lehman Brothers, Inc., 1988 U.S. Dist. LEXIS 1563 (W.D. Pa. 1988); Denison v. Kelly, 759 F. Supp. 199, 202-205 (M.D. Pa. 1991)(alleged fraudulent conduct was in the ‘services’ provided by the brokerage house, which is covered by the UTP)(emphasis added); Advest, Inc. v. Kirschner, 1994 U.S. Dist LEXIS 954 (E.D.Pa. 1994)(actionable conduct was broker’s fraudulent assurance that sales could be sold at a profit) and Merrill Lynch, Fierce, Fenner & Smith v. Masland, 878 F. Supp. 710, 714 (M.D. Pa. 1995)(claims allege that broker misled purchaser by providing inaccurate information and advice regarding securities).
Under the FINRA Code of Arbitration Procedure, the FINRA Securities Arbitration hearing locations will selected based upon the hearing location closest to your residence at the time of the events giving rise to the dispute.
In Pennsylvania, FINRA Arbitration hearings are held in Philadelphia and Pittsburgh
Additional Pennsylvania Investor Resources:
Pennsylvania Department of
Banking and Securities
17 North 2nd Street, Suite 1300
Harrisburg, PA 17101
Victoria A. Reider
Executive Deputy Secretary
(717) 783-5125 (Fax)
Guiliano Law Group – Securities Arbitration & Investment Fraud Lawyers
Our practice is limited to the representation of investors. We accept representation on a contingent fee basis, meaning there is no cost to you unless we make a recovery for you. There is never any charge for a consultation or an evaluation of your claim. All consultations are confidential. For more information, contact us at (877) SEC-ATTY.
If you have been the victim of securities fraud or investment fraud you should contact a lawyer. Our services are offered on a contingent fee basis. We will receive payment for services in connection with your case only if there is a recovery. You will not be required to advance any fees to the firm during the course of the litigation. In the event that a settlement, award, or recovery is not made, clients have no financial or other obligation to us. Not admitted in all jurisdictions. The determination for the need for legal services and the choice of a lawyer are extremely important decisions that should not be based solely on advertisements or self proclaimed expertise. The limitation or concentration in any area of practice does not mean that a lawyer is a specialist or expert in a field of law, nor does it mean that the lawyer is necessarily any more expert or competent than any other lawyer. See Important Disclaimer.
All claims arising under state and federal securities laws must be brought within a specified time from the discovery of these claims, or within the occurrence of the events giving rise to your claims, whichever is shorter. If you fail to do file an action within this period, your claim may be potentially barred by the statute of limitations.
For more information concerning common claims against stockbrokers and investment professionals, please visit us at securitiesarbitrations.com.
To learn more about FINRA Securities Arbitration, and the legal process, please visit us at securitiesarbitrations.com.
OUR PRACTICE AREAS
The litigation of individual and group investor claims against securities broker-dealers and investment professionals adjuducated in arbitration before the Financial Industry Regulatory Authority.
Defective Financial Products
Alternative Investments, Promissory Notes, Structured Products, High Yield Bond Funds, Non-Marketable Real Estate Investment Trusts, Inverse and Leveraged ETFs, the Failure to Conduct Due Diligence.
Speculative or High Risk Investment Recommendations, Unsuitable Investment Strategies, Low Priced Securities, Customer Specific Unsuitability, Inappropriate Investment Recommendations.
Breach of Fiduciary Duty, Churing, Unauthorized Trading, Fraud, Stockbroker Theft, Ponzi Schemes, the Sale of Unapprovied investments.
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I had questions and sought a consultation regarding what I believed to have been inappropriate treatment by my brokerage firm. He took the time to give me a clear understanding of what was involved and clearly described next steps to resolve the matter. He did this in a concise, complete and friendly manner. Although in the scheme of things my matter was small. From what I have seen, if I ever had need of a securities lawyer or was asked to refer one to a friend, Nicholas would undoubtedly be the first name I would mention.Keith (Avvo)"Upstanding"
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I was the one who contacted Nick through his website as my ex-wife had little or no knowledge of investments, and depended completely on the advice of the investment firm. Without specifics I can say that Nick (and his wife) were not only successful in achieving results in the case, but in the process were all that one could expect (and more) as shown in my overall ratings above. I would highly recommend him.Joe S. (Avvo)Excellent Attorney!
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Nicholas is extremely knowledgeable regarding many facets of the sometimes complicated securities business. This comes from his first hand experience in the business prior to his decision to practice law. Nick is also very dedicated to staying abreast of the ever changing environment that is so prevalent in the investment world. Combine that with his drive and determination to get things done and you have one in a million!!!Anthony S. (Avvo)"Dependable and Accessible"
Philadelphia has lived up to it's reputation as having the best attorneys in the Country. I had been told I had a problem of having a Hedge Fund investment. He went to a lot of time and trouble to not take my case. What I really appreciate is his work ethic. He was very kind to me not only with the generosity of his time, but with his words of support. No civilian, like myself, wants a lawsuit but if I ever needed one, it is Mr, Guiliano who I would call upon to represent me. He is a good man.Kathleen (Avvo)"Absolutely Fantastic"
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Nicholas Guiliano was successful in winning a case against one of the firms where I had invested. I had a safe investment until a young eager stock broker took over my account and slowly kept putting my money in risky stocks, all while I was on disability. Nick was able to get me a portion of my money back within 2 months. He always was available to speak, and very courteous. I am so grateful to have found Nick. Thank you Nick!Jill I. (Avvo)"Ability To Think Outside The Box"
Nick Guiliano came highly recommended to me and I was very fortunate that he agreed to take my case. His knowledge of the law and his ability to think outside the box amazed me more and more as my case progressed. His aggressive style and total dedication to me and my case gave me the confidence that we were going to prevail and we did. He is one of the few Attorneys that does not finish his work at end of the day. He was always thinking of ways to use his expertise and knowledge on my behalf. On a personal note, he is a very down to earth guy who makes you very comfortable and at ease. He gave me the ability to sleep at night knowing that my case was in his hands. I will always recommend him without any reservations. In my book he is “the Best”Jerry V. (Avvo)"His Ability And Advice Paid Off"
We called Mr. Guiliano after reading his article in Forbes magazine. Although we though the statue of limitations might have run out on our case, we were thrilled when he took our case. Against the odds, he was able to get a settlement for us. He kept us informed and advised us on the proper course of action. We always felt confident with his ability and advice and it paid off. Highly recommend.Cris (Avvo)"Recommend Him Strongly"
I used Mr. Guiliano for a investment fraud case and he did a very good job. I got a good deal of my money back that had been lost due to risky investments I was put into by a prominent company. It was not a really big case, yet Mr. Guiliano was interested and responsive and kept on top of things for me. I would recommend him strongly.Anne H. (Avvo)"Superb Representation"
Mr. Guiliano (Nicholas) represented my mother and I in an investment case where it appeared the agent was preying on elderly people and steering them to improper investments to reap commissions. Mr Guilano did an excellent job of preparing the case and representing us. Although the case settled out of court, it was the best outcome expected for several technical reasons out of his control. He always kept us informed and provided sound recommendations. I would not hesitate to recommend Mr. Guiliano for any investment related case.Bob W. (Avvo)"Somebody you want on your side"
Personable and professional, he is the one to go to when investors are defrauded by Brokerage houses and Investment banks. Somebody you want on your side when things go wrong. He takes personal interest in every case and tries his best. Although I could not recover all my losses due to Fed/SEC action which was beyond his control, I would give Mr. Guiliano full marks on every count. He even worked with my accountants to help me write off losses due to fraud.Ashok N. (Avvo)"More than most lawyers"
Mr. Guiliano is highly accomplished securities lawyer. He helped us secure a wonderful result in case where my husband and I lost almost all our lifesavings. He is also high compassionate, and did more than most lawyers have ever done for us, as he seems that he cares.Mary S. (Avvo)"Awesome Results"
I would like to take this opportunity to express my sincere congratulations for your awesome results. I want to acknowledge my appreciation and respect for their splendid professionalism and knowledge you have shown in handling the laws (previous and present), for arbitration over fraud litigations.Ben S. (Google Business)"Best Of The Best"
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I have been a Corporate Counsel for over 30 years having worked with Banks and large public companies. Nick is one of the finest litigation attorneys in the country.Anthony P. (Google Business)"Fights for his clients like a bull dog"
I contacted Nicholas Guiliano for my 90 year old mother, who lives in Oregon to assist her in recovering from an unscrupulous financial manager who talked her into investing in some very high risk and speculative securities to reap high commissions. Mr Guiliano worked very hard to recover what he could for my mother. He is the best and fights for his clients like a bull dog to uphold their rights and protect their interests. I highly recommend Mr Guiliano and his firm when it comes to securities issues.Robert (Google Business)"Man Of Integrity"
Nick is an incredibly decent Atty. He's a man of integrity, fairness, and honesty. You could see that it's wasn't just me who noticed, it was opposing counsel, at the end of the Zoom! I'm completely impressed with Nick and will keep him in my prayers. Thanks again!Paula (Martindale-Hubbell)"Very Good To Work With"
My case was taken on a contingency basis. Even though it lasted about two years, the Guiliano law firm kept in contact with me, continued to research the case and brought it to a successful conclusion. They were very supportive of me in my first such experience and were very good to work with.Nancy T. (Martindale-Hubbell)"We are so very grateful"
My husband and I were lucky to find Nick after losing a substantial amount of money due to poor investing from a prominent company. He made us feel at ease right away and was always accessible for questions and concerns. Nick and his team were wonderful with gathering up all the pertinent information needed for our case, constantly in contact with us, answering all of our questions, which helped to make the process a lot less stressful. We are so very grateful to have had The Guiliano Law Firm represent us and the fact that they did it on a contingency basis made it possible to follow through. If not for them, we would never have been able to pursue this, financially or emotionally.Stacey B. (Avvo)"Incredibly Resourceful"
Nick was incredibly resourceful and professional. His understanding of securities and investment fraud is unparalleled. He is indeed connected with all the powers to be , and is able to provide intellectual and cogent insights. He is tenacious in fighting for his clients, and will never relent. I was able to follow his recommendations and am glad I did.Mark C. (Avvo)
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