Page:Francis V. Lorenzo v. Securities and Exchange Commission.pdf/25

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Cite as: 587 U. S. ___ (2019)
7

Thomas, J., dissenting

ments is “‘specifically dealt with’” in Rule 10b–5(b) and §17(a)(2). Id., at 646 (quoting D. Ginsberg & Sons, supra, at 208). But Rule 10b–5 and §17(a) also contain general prohibitions that, “‘in [their] most comprehensive sense, would include what is embraced in’” the more specific provisions. 566 U. S., at 646. I would hold that the provisions specifically addressing false statements “‘must be operative’” as to false-statement cases, and that the more general provisions should be read to apply “‘only [to] such cases within [their] general language as are not within the’” purview of the specific provisions on false statements. Ibid.

Adopting this approach to the statutory text would align with our previous admonitions that the securities laws should not be “[v]iewed in isolation” and stretched to their limits. Hochfelder, 425 U. S., at 212. In Hochfelder, for example, we concluded that the key words of §10(b) employed the “terminology of intentional wrongdoing” and thus “strongly suggest[ed]” that it “proscribe[s] knowing or intentional misconduct,” even though the statute did not expressly state as much. Id., at 197, 214. We took a similar approach to §17(a)(1) of the 1933 Act. Aaron, 446 U. S., at 695–697. We have also limited the terms of Rule 10b–5 by recognizing that it was adopted pursuant to §10(b) and thus “encompasses only conduct already prohibited by §10(b).” Stoneridge Investment Partners, LLC v. Scientific-Atlanta, Inc., 552 U. S. 148, 157 (2008); see Hochfelder, supra, at 212–214.

Contrary to the suggestion of the majority, this approach does not necessarily require treating each provision of Rule 10b–5 or §17(a) as “governing different, mutually exclusive, spheres of conduct.” Ante, at 7. Nor does it prevent the securities laws from mutually reinforcing one another or overlapping to some extent. Ante, at 7–8. It simply contemplates giving full effect to the specific prohibitions on false statements in Rule 10b–5(b) and