In a petition for review of the SEC's finding of securities law violations by Petitioners, the petition is granted in part, where the SEC failed to explain its finding that certain omissions by Petitioners involved a material fact; but denied in part, where the scheme at issue clearly involved an "underwriter," which refuted Petitioners' theory that they properly relied on the Regulation S and Section 4 exemptions.
Argued March 5, 2009
Decided June 23, 2009
Opinion dissenting in part filed by Senior Circuit Judge WILLIAMS.
Jeffrey J. Scott
Randall W. Quinn, Assistant General Counsel, Securities & Exchange Commission, Washington, DC
Jacob H. Stillman, Solicitor, Securities & Exchange Commission, Washington, DC
Benjamin L. Schiffrin, Securities & Exchange Commission, Washington, DC