$13.($LO $9)$ When a plaintiff is suing the auditor for damages under Rule $10($b$)-5$ of the $1934$ Securities Act, which of the following is not part of the plaintiff$$s burden of proof?

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a$)$ The financial statements contained a material, factual misrepresentation or omission.

b$)$ The auditor was negligent.

c$)$ The plaintiff relied on the financial statements.

d$)$ Damages were suffered as a result of reliance on the financial statements.