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Howey Test
''Securities and Exchange Commission v. W. J. Howey Co.'', 328 U.S. 293 (1946), was a case in which the Supreme Court of the United States held that the offer of a land sales and service contract was an "investment contract" within the meaning of the Securities Act of 1933 () and that the use of the mails and interstate commerce in the offer and sale of these securities was a violation of §5 of the Act, .. It was an important case in determining the general applicability of the federal securities laws. The case resulted in a test, known as the Howey test, to determine whether an instrument qualifies as an "investment contract" for the purposes of the Securities Act: "a contract, transaction or scheme whereby a person invests his money in a common enterprise and is led to expect profits solely from the efforts of the promoter or a third party." Facts The defendants, W. J. Howey Co. and Howey-in-the-Hills Service, Inc., were corporations organized under the laws of the state of ...
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Lawyers' Edition
The ''United States Supreme Court Reports, Lawyers' Edition'', or ''Lawyers' Edition'' (L. Ed. and L. Ed. 2d in case citations), is an unofficial law report, reporter of Supreme Court of the United States Judicial opinion, opinions. The ''Lawyers' Edition'' was established by the Lawyers Cooperative Publishing Company of Rochester, New York in 1882, and features coverage of Supreme Court decisions going back to 1790. The first ''Lawyers' Edition'' series corresponds to the official ''United States Reports'' from United States Reports, volume 1, volume 1 to List of United States Supreme Court cases, volume 351, volume 351, whereas the second series contains cases starting from the official reporter List of United States Supreme Court cases, volume 352, volume 352. It is currently published by LexisNexis. The ''Lawyers' Edition'' differs from the official reporter in that the editors write headnotes and case summaries, as well as provide annotations to some cases, and decisions are ...
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William John Howey
William John Howey (January 19, 1876 – June 7, 1938) was an American real-estate developer, citrus grower and Republican politician from Florida. He founded and served as mayor for the town of Howey-in-the-Hills, Florida. He developed and sold citrus groves, becoming one of Florida's greatest citrus developers. He opened Florida's first citrus juice plant. He ran twice for governor. A former home near Lake Wales, Florida became the site of Florida's Bok Tower at the Bok Tower Gardens. Early life Howey was born in Odin, Illinois on January 19, 1876. His father was United Brethren minister named William Henry Howey. His mother was Mathilda Harris Howey. He attended the public schools. At age 16, he became a life insurance salesman. Sometime around 1900, he developed real estate in Oklahoma. He briefly tried manufacturing automobiles in Kansas City, but returned to real estate in 1905. He sold pineapple plantations near Perez, Mexico until the political situation became un ...
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Lawsuit
A lawsuit is a proceeding by one or more parties (the plaintiff or claimant) against one or more parties (the defendant) in a civil court of law. The archaic term "suit in law" is found in only a small number of laws still in effect today. The term "lawsuit" is used with respect to a civil action brought by a plaintiff (a party who claims to have incurred loss as a result of a defendant's actions) who requests a legal remedy or equitable remedy from a court. The defendant is required to respond to the plaintiff's complaint or else risk default judgment. If the plaintiff is successful, judgment is entered in favor of the plaintiff, and the court may impose the legal or equitable remedies available against the defendant (respondent). A variety of court orders may be issued in connection with or as part of the judgment to enforce a right, award damages or restitution, or impose a temporary or permanent injunction to prevent an act or compel an act. A declaratory judgmen ...
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Securities And Exchange Commission
The United States Securities and Exchange Commission (SEC) is an independent agency of the United States federal government, created in the aftermath of the Wall Street crash of 1929. Its primary purpose is to enforce laws against market manipulation. Created by Section 4 of the Securities Exchange Act of 1934 (now codified as and commonly referred to as the Exchange Act or the 1934 Act), the SEC enforces the Securities Act of 1933, the Trust Indenture Act of 1939, the Investment Company Act of 1940, the Investment Advisers Act of 1940, and the Sarbanes–Oxley Act of 2002, among other statutes. Overview The SEC has a three-part mission: to protect investors; maintain fair, orderly, and efficient markets; and facilitate capital formation. To achieve its mandate, the SEC enforces the statutory requirement that public companies and other regulated entities submit quarterly and annual reports, as well as other periodic disclosures. In addition to annual financial re ...
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SEC Filing
The SEC filing is a financial statement or other formal document submitted to the U.S. Securities and Exchange Commission (SEC). Public companies, certain insiders, and broker-dealers are required to make regular SEC filings. Investors and financial professionals rely on these filings for information about companies they are evaluating for investment purposes. Many, but not all SEC filings are available online through the SEC's EDGAR (Electronic Data Gathering, Analysis, and Retrieval) database and as structured datasets in the Harvard Dataverse. Common filing types The most commonly filed SEC forms are the 10-K and the 10-Q. These forms are composed of four main sections: The business section, the F-pages, the Risk Factors, and the MD&A. The business section provides an overview of the Company. The F-pages contain the financial statements which are either audited or reviewed by an independent auditor. The Risk Factors contain a list of all of the potential risks that exist f ...
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Agriculture
Agriculture encompasses crop and livestock production, aquaculture, and forestry for food and non-food products. Agriculture was a key factor in the rise of sedentary human civilization, whereby farming of domesticated species created food surpluses that enabled people to live in the cities. While humans started gathering grains at least 105,000 years ago, nascent farmers only began planting them around 11,500 years ago. Sheep, goats, pigs, and cattle were domesticated around 10,000 years ago. Plants were independently cultivated in at least 11 regions of the world. In the 20th century, industrial agriculture based on large-scale monocultures came to dominate agricultural output. , small farms produce about one-third of the world's food, but large farms are prevalent. The largest 1% of farms in the world are greater than and operate more than 70% of the world's farmland. Nearly 40% of agricultural land is found on farms larger than . However, five of every six farm ...
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Farmer
A farmer is a person engaged in agriculture, raising living organisms for food or raw materials. The term usually applies to people who do some combination of raising field crops, orchards, vineyards, poultry, or other livestock. A farmer might own the farmland or might work as a laborer on land owned by others. In most developed economies, a "farmer" is usually a farm owner ( landowner), while employees of the farm are known as '' farm workers'' (or farmhands). However, in other older definitions a farmer was a person who promotes or improves the growth of plants, land, or crops or raises animals (as livestock or fish) by labor and attention. Over half a billion farmers are smallholders, most of whom are in developing countries and who economically support almost two billion people. Globally, women constitute more than 40% of agricultural employees. History Farming dates back as far as the Neolithic, being one of the defining characteristics of that era. By the Bronze ...
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Hotel
A hotel is an establishment that provides paid lodging on a short-term basis. Facilities provided inside a hotel room may range from a modest-quality mattress in a small room to large suites with bigger, higher-quality beds, a dresser, a refrigerator, and other kitchen facilities, upholstered chairs, a television, and en-suite bathrooms. Small, lower-priced hotels may offer only the most basic guest services and facilities. Larger, higher-priced hotels may provide additional guest facilities such as a swimming pool, a business center with computers, printers, and other office equipment, childcare, conference and event facilities, tennis or basketball courts, gymnasium, restaurants, day spa, and social function services. Hotel rooms are usually numbered (or named in some smaller hotels and B&Bs) to allow guests to identify their room. Some boutique, high-end hotels have custom decorated rooms. Some hotels offer meals as part of a room and board arrangement. In Japan, cap ...
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Resort
A resort (North American English) is a self-contained commercial establishment that aims to provide most of a vacationer's needs. This includes food, drink, swimming, accommodation, sports, entertainment and shopping, on the premises. A hotel is frequently a central feature of a resort and the term ''resort'' may be used for a hotel that provides an array of entertainment and recreational activities. Some resorts are also condominium complexes that offer timeshares or fractional ownership, in addition to wholly owned condominiums. A resort is not always a commercial establishment operated by a single company, but in the late 20th century, that sort of facility became more common. In British English, "resort" means a town which people visit for holidays and day trips, typically containing hotels where holidaymakers stay. Examples of such towns include Blackpool and Brighton. Amusement resort A destination hotel, destination resort is a resort that itself contains the nece ...
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Right Of Entry
Right of entry refers to one's right to take or resume possession of land, or the right of a person to go onto another's real property without committing trespass. It also refers to a grantor's power to retake real estate from a grantee A grant, in law, is a transfer of property, generally from a person or other entity giving the property (the grantor) to a person or entity receiving the property (the grantee). Historically, a grant was a transfer by deed of that which could not ... in the case of a fee simple subject to condition subsequent. References Real property law {{law-stub ...
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Warranty Deed
A warranty deed is a type of deed where the grantor (seller) guarantees that they hold clear title to a piece of real estate and has a right to sell it to the grantee (buyer), in contrast to a quitclaim deed, where the seller does not guarantee that they hold title to a piece of real estate. A ''general'' warranty deed protects the grantee against title defects arising at any point in time, extending back to the property's origins. A ''special'' warranty deed protects the grantee only against title defects arising from the actions or omissions of the grantor. Covenants for title A warranty deed can include six traditional forms of covenants for title, sometimes known as the English covenants of title. Those six traditional forms of covenants can be broken down into two categories: ''present covenants'' and ''future covenants''. ;Present covenants * Covenant of seisin: "A covenant of seisin or good right to convey." * Covenant of right to convey: Covenants that represent ...
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Acre
The acre ( ) is a Unit of measurement, unit of land area used in the Imperial units, British imperial and the United States customary units#Area, United States customary systems. It is traditionally defined as the area of one Chain (unit), chain by one furlong (66 by 660 Foot (unit), feet), which is exactly equal to 10 square chains, of a square mile, 4,840 square yards, or 43,560 square feet, and approximately 4,047 m2, or about 40% of a hectare. Based upon the International yard and pound, international yard and pound agreement of 1959, an acre may be declared as exactly 4,046.8564224 square metres. The acre is sometimes abbreviated ac, but is usually spelled out as the word "acre".National Institute of Standards and Technolog(n.d.) General Tables of Units of Measurement . Traditionally, in the Middle Ages, an acre was conceived of as the area of land that could be ploughed by one man using a team of eight oxen in one day. The acre is still a statutory measure in the U ...
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