This case is a nice vehicle for explaining to students how lawyers for the offeror may face civil liability when the investor or purchaser feels defrauded because of statements or omissions in the offering documents.
As if often the case, the non-client is barred from bringing a legal malpractice case, is barred from suing the lawyers as sellers of securities, is barred from suing the lawyers as agents of the seller, but may be able to sue the lawyers for on a fraud claim. (In federal cases, the law often presumes that the lawyers are not the makers of the representations in the offering documents, even though the lawyers typically draft the those documents.)
Download First Ark. Bank v. Gill Elrod Ragon Owen & Sherman P.A.