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Promissory Notes Securities

Allen Matkins

Is There A California Connection To Kirschner?

Allen Matkins on

Last summer, bankers and the lawyers who advise them breathed a collective sigh of relief when the Second Circuit Court of Appeals  upheld a U.S. District Court's opinion that notes in a bank syndicated loan were not...more

Venable LLP

Are Loans Securities? The United States Court of Appeals for the Second Circuit Responds in Kirschner v. JP Morgan Chase Bank,...

Venable LLP on

On August 24, 2023, the United States Court of Appeals for the Second Circuit (the "Court") upheld the District Court's ruling in Kirschner v. JPMorgan Chase Bank, N.A. that notes issued as part of a refinancing transaction...more

Snell & Wilmer

Kirschner v. JP Morgan – Second Circuit Decision

Snell & Wilmer on

On August 24, 2023, the U.S. Court of Appeals for the Second Circuit rendered its decision in Marc S. Kirschner v. JP Morgan Chase Bank, N.A., et al. At issue in the case was whether promissory notes issued in connection with...more

Allen Matkins

Court Rules Contract's Choice Of Law Does Not Reach California Securities Law Claims

Allen Matkins on

Donna Morgan signed two agreements to acquire ownership interests in two Nevada limited liability companies.  The agreements contained identical choice-of-law provisions, contemplating that Nevada law would "govern the...more

Allen Matkins

Do California Courts Classify Promissory Notes As Securities Based On Their Phenotype?

Allen Matkins on

A recent decision by U.S. District Judge Paul G. Gardephe has attracted attention among bank finance lawyers by ruling that the sale of promissory notes to "a few hundred" investors did not involve the offer or sale of a...more

Allen Matkins

California’s Secured Promissory Note Exemption

Allen Matkins on

The line between real property transactions and securities transactions is not always clear.  California Corporations Code Section 25100(p) provides an exemption for a promissory note secured by a lien on real property...more

Dorsey & Whitney LLP

Father-Daughter Conclude Settlement With SEC

Dorsey & Whitney LLP on

The SEC concluded its litigation with a father – daughter combination that solicited investors to purchase promissory notes based on representations that there would be risk free returns from forex trading. There were no...more

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