BLAW 308 Lecture Notes - Lecture 19: Underwriting
Document Summary
Howey test: expecting to get money from someone else"s work. Common enterprise is just a business lol. Buying 100% of the stock in a company means it doesn"t pass the howie test because its not not common, so its not a security. Sale of notes: debt securities(bonds, debentures) not equity securities. Let"s say a bank loans you money to buy your house, it"s not a security under the family resemblance test. It isn"t similar to a security ( on test ) Readsec vs edwards it will be on the test. Hire an investment banker to evaluate your securitie. Hire an underwriter to do the prospectus. Prospectus : tells you about the company and what they do, all relevant data that anyone be need to disclose voluntary, also need to say the risks; what are you gonna use the investment for, get auditors involved.
