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Definition of a Security
Issuer Exemptions from Registration
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2d Cir 9th Cir Accredited Investor affiliates amended apply Bank BarChris Blue Sky Law broker-dealer Circuit Commission Company conduct context control person Corp corporation dealer decision defendant directors disclose discussed documents due diligence E.F. Hutton exemption from registration federal securities laws filed fraud Hence infra Insider Trading integrated disclosure investment contract issue issuer liability material misstatement Moreover non-affiliates offer or sale offers and sales pari delicto parties plaintiff prospectus provides public offering purchasers pursuant reasonable registration statement reliance remedy reporting resale restricted securities right of action safe harbor scienter SEC Rule SEC's Section 10(b Section 11 Section 4(2 Securities Act Release Securities Exchange Act Securities Litigation securities markets securities offered Securities Regulation sell seller shareholders solicitation specific standard statute statutory Steinberg Supp supra note Supreme Court tender offer tion transaction Transfer Binder undersigned underwriter violation