Chapter 2: Definition of a “Security”
§ 2.1 What Is a Security?
§ 2.1.1 The Statutory Definitions
§ 2.1.2 Investment Contracts—General
§ 2.1.3 Investment Contracts—Common Enterprise
§ 2.1.4 Investment Contracts—Profits from the Efforts of Others
§ 2.2 Sale of a Business Involving a Security
§ 2.2.1 Rejection of the Sale of a Business Doctrine
§ 2.2.2 Rule 10b-5 In the Sale of a Business Context
§ 2.3 Debt as a Security
§ 2.3.1 Introduction
§ 2.3.2 The Reves Case
§ 2.3.3 Interpreting Reves
§ 2.4 Pension Plan Interests
§ 2.5 Limited Liability Companies
§ 2.6 Examples of Instruments Found to Be “Securities”
§ 2.7 Guidelines for What Is Not a “Security”
§ 2.8 Conclusion
Appendix: Stupid Human Investments
Scam # 1 – Philippine Gold and Ferdinand Marcos
Scam # 2 – Secret Securities and Affinity Fraud
Scam # 3 – The Government Is Involved
Scam # 4 – The Wrong Number
Scam # 5 – Bird Flu
Scam # 6 – Red Hot Stocks
Scam # 7 – Playing Poker?
Scam # 8 – Early Retirement
Scam # 9 – Viatical or Life Settlements
Scam # 10 – Unsolicited E-mail
Scam # 11 – Secured Promissory Notes
Scam # 12 – Post-Dated Check
Scam # 13 – The Hot Asian Market
Conclusion