74 Cited authorities

Bell Atl. Corp. v. Twombly
550 U.S. 544 (2007) Cited 269,063 times 367 Legal Analyses
Holding that a complaint's allegations should "contain sufficient factual matter, accepted as true, to 'state a claim to relief that is plausible on its face' "
Gustafson v. Alloyd Co.
513 U.S. 561 (1995) Cited 998 times 10 Legal Analyses
Holding that § 12 does not apply to secondary market transactions as the statute's inclusion of the term “prospectus” evinces an intent to limit the Sections's scope solely to the initial public offering
Cuvillier v. Taylor
503 F.3d 397 (5th Cir. 2007) Cited 1,404 times
Holding that "to survive a Rule 12(b) motion to dismiss, a complaint 'does not need detailed factual allegations,' but must provide the plaintiff's grounds for entitlement to relief-including factual allegations that when assumed to be true 'raise a right to relief above the speculative level.'" (quoting Twombly, 550 U.S. at 555)
S.E.C. v. Howey Co.
328 U.S. 293 (1946) Cited 1,502 times 370 Legal Analyses
Holding that agreements whereby investors took part in a citrus venture were "securities" under the Act
Strat. Income Fund v. Spear, Leeds Kellogg
305 F.3d 1293 (11th Cir. 2002) Cited 699 times 1 Legal Analyses
Deciding that the third amended complaint, which contained 127 paragraphs, all incorporated by reference into nine separate counts created an "onerous task" for the trial court to sift through
Guidry v. U.S. Tobacco Company, Inc.
188 F.3d 619 (5th Cir. 1999) Cited 544 times
Holding plaintiff must establish personal jurisdiction over a defendant individually and not as part of a conspiracy
Lewis v. Fresne
252 F.3d 352 (5th Cir. 2001) Cited 504 times
Holding that a "single act by a defendant can be enough to confer personal jurisdiction if that act gives rise to the claim being asserted"
Marine Bank v. Weaver
455 U.S. 551 (1982) Cited 273 times 8 Legal Analyses
Holding that the test of whether something is a security "is what character the instrument is given in commerce"
S. E. C. v. Edwards
540 U.S. 389 (2004) Cited 131 times 26 Legal Analyses
Holding that an investment contract with a fixed return can still be security
Cheramie Serv. v. Shell Deepwater
35 So. 3d 1053 (La. 2010) Cited 257 times
Holding that actions of employees did not fall within ambit of LUTPA
Rule 12 - Defenses and Objections: When and How Presented; Motion for Judgment on the Pleadings; Consolidating Motions; Waiving Defenses; Pretrial Hearing
Fed. R. Civ. P. 12 Cited 348,617 times 930 Legal Analyses
Granting the court discretion to exclude matters outside the pleadings presented to the court in defense of a motion to dismiss
Rule 9 - Pleading Special Matters
Fed. R. Civ. P. 9 Cited 39,122 times 321 Legal Analyses
Requiring that fraud be pleaded with particularity
Section 77k - Civil liabilities on account of false registration statement
15 U.S.C. § 77k Cited 2,114 times 86 Legal Analyses
Holding liable for a false registration statement "every person who was a director of . . . or partner in the issuer" at time of filing
Section 77e - Prohibitions relating to interstate commerce and the mails
15 U.S.C. § 77e Cited 1,859 times 25 Legal Analyses
Requiring registration statement before selling securities
Section 77b - Definitions; promotion of efficiency, competition, and capital formation
15 U.S.C. § 77b Cited 1,407 times 27 Legal Analyses
Instructing the SEC to consider, "in addition to the protection of investors, whether the action will promote efficiency, competition, and capital formation"
Section 77m - Limitation of actions
15 U.S.C. § 77m Cited 956 times 29 Legal Analyses
Establishing a one-year statute of limitations for §§ 11 and 12 claims which begins to run upon "the discovery of the untrue statement or omission, or after such discovery should have been made by the exercise of reasonable diligence"
Section 77l - Civil liabilities arising in connection with prospectuses and communications
15 U.S.C. § 77l Cited 826 times 22 Legal Analyses
Authorizing relief if the offering documents contain just one untrue statement of material fact
Section 77d - Exempted transactions
15 U.S.C. § 77d Cited 468 times 9 Legal Analyses
Exempting "transactions by an issuer not involving any public offering"
Section 51:1409 - Private actions
La. Stat. tit. 51 § 1409 Cited 397 times
Granting private right to bring damage action for unfair or deceptive trade practices
Section 51:1405 - Unfair acts or practices; interpretation and rulemaking authority
La. Stat. tit. 51 § 1405 Cited 378 times
Declaring unfair methods of competition or deceptive practices to be unlawful

Tmj Group Llc v. Imcmv Holdings Inc. et al

74 Cited authorities

Holding that a complaint's allegations should "contain sufficient factual matter, accepted as true, to 'state a claim to relief that is plausible on its face' "

Holding that § 12 does not apply to secondary market transactions as the statute's inclusion of the term “prospectus” evinces an intent to limit the Sections's scope solely to the initial public offering

Holding that agreements whereby investors took part in a citrus venture were "securities" under the Act

Deciding that the third amended complaint, which contained 127 paragraphs, all incorporated by reference into nine separate counts created an "onerous task" for the trial court to sift through

Holding plaintiff must establish personal jurisdiction over a defendant individually and not as part of a conspiracy

Holding that a "single act by a defendant can be enough to confer personal jurisdiction if that act gives rise to the claim being asserted"

Holding that the test of whether something is a security "is what character the instrument is given in commerce"

Holding that an investment contract with a fixed return can still be security

Holding that actions of employees did not fall within ambit of LUTPA

Granting the court discretion to exclude matters outside the pleadings presented to the court in defense of a motion to dismiss

Requiring that fraud be pleaded with particularity

Holding liable for a false registration statement "every person who was a director of . . . or partner in the issuer" at time of filing

Requiring registration statement before selling securities

Instructing the SEC to consider, "in addition to the protection of investors, whether the action will promote efficiency, competition, and capital formation"

Establishing a one-year statute of limitations for §§ 11 and 12 claims which begins to run upon "the discovery of the untrue statement or omission, or after such discovery should have been made by the exercise of reasonable diligence"

Authorizing relief if the offering documents contain just one untrue statement of material fact

Exempting "transactions by an issuer not involving any public offering"

Granting private right to bring damage action for unfair or deceptive trade practices

Declaring unfair methods of competition or deceptive practices to be unlawful