(A) In addition to the other liabilities imposed by law, any person that, by a written or printed circular, prospectus, or advertisement, offers any security for sale, or receives the profits accruing from such sale, is liable, to any person that purchased the security relying on the circular, prospectus, or advertisement, for the loss or damage sustained by the relying person by reason of the falsity of any material statement contained therein or for the omission of material facts, unless the offeror or person that receives the profits establishes that the offeror or person had no knowledge of the publication prior to the transaction complained of, or had just and reasonable grounds to believe the statement to be true or the omitted facts to be not material.
(B)(1) Whenever a corporation is liable as described in division (A) of this section, each director of the corporation is likewise liable unless the director shows that the director had no knowledge of the publication complained of, or had just and reasonable grounds to believe the statement therein to be true or the omission of facts to be not material.
(2) Any director, upon the payment by the director of a judgment so obtained against the director, shall be subrograted to the rights of the plaintiff against the corporation, and shall have the right of contribution for the payment of the judgment against the director's fellow directors as would be individually liable under this section.
(C) For purposes of this section, lack of reasonable diligence in ascertaining the fact of a publication or the falsity of any statement contained in it or of the omission of a material fact shall be deemed knowledge of the publication and of the falsity of any untrue statement in it or of the omission of material facts.
(D) No action brought against any director, based upon the liability imposed by this section, shall be brought unless it is brought within two years after the plaintiff knew, or had reason to know, of the facts by reason of which the actions of the person or the director were unlawful, or within five years after the purchase of the securities, whichever is the shorter period, or, in the case of an action to enforce a right of contribution under this section, the action is brought within two years after the payment of the judgment for which contribution is sought.
Federated Mgmt. Co. v. Coopers & Lybrand, 738 N.E.2d 842 (Ohio Ct. App. 2000). · cites it 40דThe plaintiffs asserted the following claims against each defendant: violation of R.C. 1707.41, violation of R.C. 1707.43, common-law fraud, aiding and abetting common-law fraud, negligent misrepresentation, breach of fiduciary duty/acting in concert, negligence, violations of…”
In Re Nat'l Century Fin. Enter., Inc., 504 F. Supp. 2d 287 (S.D. Ohio 2007). · cites it 27ד§§ 78j(b) & 78t(a), and under the Blue Sky laws of Ohio and New Jersey, Ohio Rev. Code §§ 1707.41 & 1707.43, N.J.”
Pharos Capital Partners, L.P. v. Deloitte & Touche, L.L.P., 905 F. Supp. 2d 814 (S.D. Ohio 2012). · cites it 27דOhio Revised Code Section 1707.41 The Ohio Securities Act provides, [A]ny person that, by a written or printed circular, prospectus, or advertisement, offers any security for sale, or receives the profits accruing from such sale, is liable, to any person that purchased the…”
Hawes v. Downing Health Tech., L.L.C., 2022 Ohio 1677 (Ohio Ct. App. 2022). · cites it 9דThe trial court erred in simultaneously awarding the Appellee recovery under both R.C. 1707.41 and R.C. 1707.43. 2 Shaut’s appeal challenges the trial court’s decision on all of Hawes’s claims except for violation of the Prompt Pay Act, R.”
Baker v. Conlan, 585 N.E.2d 543 (Ohio Ct. App. 1990). · cites it 9דSimilarly, any elements of statutory fraud under R.C. 1707.41 not directly stated in the complaint, such as the identity of the offeror, are fairly susceptible to the inference that evidence of such elements would be adduced at trial.”
Byrley v. Nationwide Life Ins., 640 N.E.2d 187 (Ohio Ct. App. 1994). · cites it 9דve Byrley financial advice; (3) that the defendants fraudulently concealed information regarding financial investments; (4) that defendants’ actions constitute churning because they induced her to transfer funds between investments solely for the purpose of gaining commissions;…”
Ohio Bureau of Workers' Comp. v. MDL Active Duration Fund, Ltd., 476 F. Supp. 2d 809 (S.D. Ohio 2007). · cites it 6ד1976), in which the court stated that an action under § 1707.41 required either knowledge of the falsity of the representation or lack of diligence in ascertaining its truth or falsity on the part of the seller.”
Ohio Police & Fire Pension Fund v. Stand. & Poor's Fin. Servs. LLC, 700 F.3d 829 (6th Cir. 2012). · cites it 3דThe complaint contains three counts: (1) common-law negligent misrepresentation; (2) violation of Ohio Rev.Code § 1707.41; and (3) violation of Ohio Rev.”
In Re Nat'l Century Fin. Enter., Inc., Inv. Litig., 755 F. Supp. 2d 857 (S.D. Ohio 2010). · cites it 7דThe Ohio Securities Act requires securities to be registered and salespersons and dealers to be licensed, and it proscribes fraudulent conduct.”
In Re Nat'l Century Fin. Enter., Inc., 580 F. Supp. 2d 630 (S.D. Ohio 2008). · cites it 4דSee Ohio Rev.Code § 1707.41; Federated Mgmt., 137 Ohio App.”
In Re Nat'l Century Fin. Enter., Inc., 504 F. Supp. 2d 287 (S.D. Ohio 2007). “§§ 78j(b) & 78t(a), and under the Blue Sky laws of Ohio and New Jersey, Ohio Rev. Code §§ 1707.41 & 1707.43, N.J.”
In Re Nat'l Century Fin. Enter., Inc., Inv. Litig., 755 F. Supp. 2d 857 (S.D. Ohio 2010). “The Ohio Securities Act requires securities to be registered and salespersons and dealers to be licensed, and it proscribes fraudulent conduct.”
Pharos Capital Partners, L.P. v. Deloitte & Touche, L.L.P., 905 F. Supp. 2d 814 (S.D. Ohio 2012). “Ohio Revised Code Section 1707.41 The Ohio Securities Act provides, [A]ny person that, by a written or printed circular, prospectus, or advertisement, offers any security for sale, or receives the profits accruing from such sale, is liable, to any person that purchased the…”
In Re Nat'l Century Fin. Enter., Inc., 504 F. Supp. 2d 287 (S.D. Ohio 2007). “§§ 78j(b) & 78t(a), and under the Blue Sky laws of Ohio and New Jersey, Ohio Rev. Code §§ 1707.41 & 1707.43, N.J.”
In Re Nat'l Century Fin. Enter., Inc., 504 F. Supp. 2d 287 (S.D. Ohio 2007). “§§ 78j(b) & 78t(a), and under the Blue Sky laws of Ohio and New Jersey, Ohio Rev. Code §§ 1707.41 & 1707.43, N.J.”
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