Westlaw Topical Highlights: Securities, August 22, 2013

August 22, 2013

To match analysis CHINA-IPO/Topical Highlights for Securities provides summaries of significant federal and state judicial decisions and legislative and administrative activities affecting Securities law. A Westlaw subscription is required to access the documents linked from this page

Fraud: Sale of hotel condominiums and later implementation of rental management agreement did not constitute sale of security.   Salameh v. Tarsadia Hotel 2013 WL 4055825 (C.A.9 (Cal.)) The sale of hotel condominiums and later implementation of a rental management agreement did not constitute a sale of a security. Neither alone was an investment of money in a common enterprise with the expectation of profits by the efforts of others, and despite external factors, such as a zoning ordinance, the “economic reality” did not show that the two transactions were part and parcel of one scheme because the contracts had been signed about one year apart, the purchasers had not been induced to buy the condominiums by the rental management agreement, and a viable use existed for the condominiums other than as investment an property.  (The full-texts of the rest of the Topical Highlights are available within Westlaw Next, subscription required)

Industry Regulation: SEC rule requiring issuers to disclose use of “conflict minerals” originating in Democratic Republic of the Congo was valid. National Ass’n of Mfrs. v. S.E.C. 2013 WL 3803918 (D.D.C.)

Limitations: American Pipe tolling ceased when certification order was vacated. Hall v. Variable Annuity Life Ins. Co. 2013 WL 4233103 (C.A.5 (Tex.))