SEC v. Kahlon, No. 16-41431 (5th Cir. 2017)Annotate this Case
The Fifth Circuit affirmed the district court's grant of summary judgment for the SEC on liability and damages in a complaint against defendant and his company for the purchase and resale of unregistered securities. The court affirmed summary judgment as to liability against TJM and defendant where they failed to show that the sales fell under an exception to the registration requirements under Section 5 of the Securities Act of 1933, 15 U.S.C. 77e. Because defendants failed to identify anything in the summary judgment record that would show the transactions at issue occurred in Texas, the court rejected their claim under Rule 504(b)(1)(iii), which allows offerings and sales to avoid registration requirements if they are conducted exclusively according to state law exemptions from registration that permit general solicitation and general advertising so long as sales are made only to accredited investors. The court also held that the district court did not abuse its discretion in barring all future transactions, in ordering a permanent injunction from future securities law violations, and in disgorgement of all revenue.