Revisor's Note:

Later act, see article 12a of this chapter.

CASE ANNOTATIONS

1. Company organized as express trust under Oklahoma law operating as foreign corporation; application of securities act and corporation code. State, ex rel., v. United Royalty Co., 188 Kan. 443, 363 P.2d 397.

2. Alleged violations of Kansas Securities Act considered; no violations proved to warrant recovery of consideration for stock purchased; what constitutes "isolated transaction" considered. Allen v. Schauf, 202 Kan. 348, 355, 357, 358, 449 P.2d 1010.

3. By selling promissory notes, appellant engaged in business as "broker-dealer" as defined in subsection (c); giving of promissory note in exchange for personal loan is a "sale" under securities act where notes are offered to general public; term "security" includes "evidence of indebtedness" and contemplates investment of money with expectation of realizing profit through efforts of persons other than investor. State v. Hodge, 204 Kan. 98, 102, 103, 104, 460 P.2d 596.

4. Corporation which materially aided in fraudulent transaction of unregistered agent liable, jointly and severally; attorney fees. Deets v. Hamilton Management Corp., 2 Kan. App. 2d 452, 454, 581 P.2d 826.

5. In criminal prosecution under act appeal from order allowing withdrawal of nolo contendere pleas not permissible. State v. Puckett, 227 Kan. 911, 611 P.2d 637.

6. Appellate court may consider issues not raised at trial or on appeal where necessary to serve interests of justice or prevent denial of fundamental rights. State v. Puckett, 230 Kan. 596, 640 P.2d 1198 (1981).

7. Security includes investment contract; test of whether financial arrangement is stated and applied. State ex rel. Owens v. Colby, 231 Kan. 498, 501, 502, 504, 646 P.2d 1071 (1982).

8. Personal opinion on how KCC should carry out statutory purposes of securities act states no claim by employee to relief for retaliatory discharge. Cain v. Kansas Corporation Commission, 9 Kan. App. 2d 100, 104, 673 P.2d 451 (1983).

9. Purpose of act explained; sale of "activator kits" constitutes sale of investment contracts (j). Activator Supply Co. v. Wurth, 239 Kan. 610, 621, 722 P.2d 1081 (1986).

10. Corporation soliciting shareholders' group to purchase Canadian lottery tickets and share winnings constitutes sale of securities. 537721 Ontario, Inc. v. Mays, 14 Kan. App. 2d 1, 7, 780 P.2d 1126 (1989).

11. Act should be applied by giving particular attention to federal decisions and those of states adopting uniform securities act. State v. Kershner, 15 Kan. App. 2d 17, 18, 801 P.2d 68 (1990).

12. Statutes authorizing civil actions (K.S.A. 17-1266) and prohibiting sale of unregistered securities (K.S.A. 17-1255) held not unconstitutionally vague. State ex rel. Mays v. Ridenhour, 248 Kan. 919, 945, 811 P.2d 1220 (1991).

13. When the sale of a general partnership interest constitutes the sale of a security examined; "sale" defined. State v. Ribadeneira, 15 Kan. App. 2d 734, 738, 759, 817 P.2d 1105 (1991).

14. Whether artful pleading doctrine applied to state law claims to provide jurisdiction for removal examined. Widmer v. Hibbard Brown and Co., Inc., 835 F. Supp. 1327, 1328 (1993).

15. Whether financial transaction was investment contract in preliminary hearing dismissal of security fraud examined. State v. Hood, 255 Kan. 228, 229, 873 P.2d 1355 (1994).

16. Whether hog contracts were investment contracts under Kansas securities act in fraud action against bank examined. Sprague v. Peoples State Bank, Colby, Kan., 844 F. Supp. 662, 670 (1994).

17. Act's purpose examined; defendant's failure to disclose criminal conviction amounted to omission of material fact under K.S.A. 17-1253. State v. Stuber, 25 Kan. App. 2d 254, 257, 962 P.2d 1104 (1998).

18. Investor plaintiff failed to state claim under state securities act with sufficient particularity. Sheldon v. Vermonty, 31 F. Supp. 2d 1287, 1294 (1998).

19. Provision in brokerage firm agreement that New York laws apply held invalid as matter of public policy; Kansas has jurisdiction in action involving sale of unregistered securities. Brenner v. Oppenheimer & Co., 273 Kan. 525, 44 P.3d 364 (2002).

20. Defense counsel's advice to plead nolo contendere to avoid trial and state's upward departure motions did not support claim of ineffective assistance of counsel. State v. Atteberry, 44 Kan. App. 2d 478, 239 P.3d 857 (2010).