Johnson v. Coli

658 N.E.2d 575 (1995)

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Nature of the Case

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Facts

D, an attorney, was retained to incorporate and represent a corporation established to serve as a general partner in several limited partnerships comprising interests in oil properties. D was also responsible for drafting the prospectus used to solicit investors in the partnerships. D also attended shareholder meetings to answer questions about the prospectus. This action was commenced in April of 1985 by Ps alleging that the partnership interests they contracted to buy were sold in violation of the Indiana Securities Act, Ind. Code §§ 23-2-1-1 et seq. (1982 & 1983 Supp.). They claim the prospectuses contained misleading, untrue statements of material fact, or omitted to state material facts. Ps amended the complaint to allege that D acted 'in concert with' the other defendants in preparing or drafting the misleading prospectuses. D moved for summary judgment. The trial court granted D's motion for summary judgment. The Court of Appeals reversed in a non-published opinion. D appealed.