Simonton

Background The 1933 Act The 1933 Act, which was enacted “[i]n the wake of the 1929 stock market crash . . . to promote honest practices in the securities markets, . . . require[s] companies offering securities to the public to make ‘full and fair disclosure’ of relevant information.” (Cyan, Inc. v. Beaver County Employees Ret. Fund (2018) 138 S.Ct. 1061, 1066.) To aid enforcement of those

1 obligations, the statute created private rights of action and authorized both federal and state courts to exercise jurisdiction over those private suits. (Ibid.; see 15 U.S.C. § 77v(a) [“The district courts of the United States . . . shall have jurisdiction . . . concurrent with State and Territorial courts . . . of all suits in equity and actions at law brought to enforce any liability or duty created by this title.”].) “Congress also barred the removal of such actions from state to federal court.” (Ibid. [“[N]o case arising under this title and brought in any State court of competent jurisdiction shall be removed to any court of the United States.”].) Finally, as relevant here, the 1933 Act contains the following anti-waiver provision: “Any condition, stipulation, or provision binding any…