In order to raise money to support its business, the Farmers Cooperative of Arkansas and Oklahoma (the

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In order to raise money to support its business, the Farmer’s Cooperative of Arkansas and Oklahoma (the Co-Op) sold promissory notes payable on demand by the holder. The notes were uncollateralized and uninsured, but they paid a variable interest rate, adjusted monthly. In offering the notes to members and nonmembers as part of an "Investment Program," the Co-Op advertised the notes in newsletters by stating, "YOUR CO-OP has more than $11,000,000 in assets to stand behind your investments. The investment is not Federal [sic] insured but is . . . Safe . . . Secure and available when you need it." In 1984, the Co-Op filed for bankruptcy. At that time, 1,600 people held notes worth a total of $10 million. A class of holders filed suit against Arthur Young & Co. (Young), the firm that audited the Co-Op’s financial statements (and the predecessor to Ernst & Young . The plaintiffs alleged that Young intentionally failed to follow generally accepted accounting principles in its audit and that it did so in an effort to inflate the Co-Op’s assets and net worth. Specifically, the plaintiffs claimed that Young overvalued the Co-Op’s gasohol plant, a major asset, and that if Young had treated the plant properly in its audit, they would not have purchased the demand notes. On these grounds, the plaintiffs argued that Young had violated the antifraud provisions of the Securities Exchange Act of 1934. Young argued that the demand notes were not securities under the 1934 Act. Are the demand notes securities? Explain.

Financial Statements
Financial statements are the standardized formats to present the financial information related to a business or an organization for its users. Financial statements contain the historical information as well as current period’s financial...
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