Expanded Liability under Section 12 of the Securities Act: When Is a Seller not a Seller?
The language of section 12 of the Securities Act of 1933 limits the scope of potential defendants thereunder to those people who offer or sell a security. The courts have consistently expanded the class of eligible section 12 defendants to include people who do not fit the traditional notion of a "seller." The author traces that judicial expansion and suggests that the most recent cases may be developing a more realistic, though still imperfect, approach to section 12 liability.
Securities Act of 1933
27 Case Western Reserve Law Review 445 (1977)
Rapp, Robert N., "Expanded Liability under Section 12 of the Securities Act: When Is a Seller not a Seller?" (1997). Faculty Publications. 2143.