Legal Question in Securities Law in California

Class Action Securities Deception

I bought stock in a company selling as a pre-IPO. According to SEC rules investors are supposed to be accredited. I told them I was not and they advised me to ''stretch'' things. The company also made claims as to other companies offering buyouts of their product but they were going to go IPO or sell for a better offer. They spent about 2 years trying to find a better offer and then just sent me a letter saying that they couldn't sell that portion of their business so I lost my money. They are still selling the product though.

I feel that I've been lied to and deceived and would like to sue for damages. Since there are numerous other investors, I think that this would make for a good class action suit, but bottom line I would like some restitution. Please advise to my best approach to this situation.


Asked on 1/12/04, 3:03 pm

2 Answers from Attorneys

Bryan Whipple Bryan R. R. Whipple, Attorney at Law

Re: Class Action Securities Deception

Looks like you're in Nebraska and sounds as though the issuer of the stock is in California and/or is a California corporation.

Whether this matter is better handled as a class action or as your individual suit will depend upon a numner of factors including the size of the plaintiff class, the similarity of their claims, and more. You personally may be better off going after the issuer individually. Your recovery could be larger and quicker, and your opportunity to settle out of court would be much greater.

The applicable SEC rules and whether unaccredited investors could participate may depend upon which registration form or, more likely, which Reg. D or other exemption the issuer was relying upon. In some cases an issuer may sell to a limited number of unaccredited investors as well as accredited.

I would be willing to review the facts of your case in more detail without charge. Please feel free to contact me directly.

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Answered on 1/12/04, 3:33 pm
Andrew Nichols Law Office of Andrew B. Nichols

Re: Class Action Securities Deception

If this corporation has solicited funding through what is known as "a limited offering exemption" pursuant to Reg D, the SEC imposes a limit (in most scenarios) of no more than 35 unaccredited investors. When this corporation advised you to misrepresent that you were accredited they appear to have committed fraud.

I would be interested in reviewing the facts and determining how much your damages are. I am a graduate of the University of Nebraska College of Law. My office is in Dallas, Texas but I could work with you via the internet and my numerous friends and associates in Lincoln and Omaha. Please feel free to give me a call at (972) 231-5500.

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Answered on 1/12/04, 6:11 pm


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