News & Analysis as of July 23, 2025

Partnerships › Securities Act of 1933

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Can Investors Themselves Be Liable For A Failure To Register The Offer And Sale Of Securities?

Allen Matkins on 4/2/2025

Section 12(a)(1) of the Securities Act of 1933 imposes liability on sellers of securities who violate that Act's registration and prospectus delivery requirements. Because the statute refers to sellers, it seems unlikely...more

Ninth Circuit Holds General Partnership Interests To Be Investment Contracts

Allen Matkins on 9/27/2018

The definitions of "security" in Section 2(a)(1) of the Securities Act and Section 3(a)(10) consist of long lists of instruments. Nowhere in these lists are partnerships interests...more

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Partnerships › Securities Act of 1933

Can Investors Themselves Be Liable For A Failure To Register The Offer And Sale Of Securities?

Ninth Circuit Holds General Partnership Interests To Be Investment Contracts

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