Securities Regulation Keyed to Coffee
Adams v. Standard Knitting Mills, Inc.
Only StudyBuddy Pro offers the complete Case Brief Anatomy*
Access the most important case brief elements for optimal case understanding.
*Case Brief Anatomy includes: Brief Prologue, Complete Case Brief, Brief Epilogue
- The Brief Prologue provides necessary case brief introductory information and includes:
- Topic: Identifies the topic of law and where this case fits within your course outline.
- Parties: Identifies the cast of characters involved in the case.
- Procedural Posture & History: Shares the case history with how lower courts have ruled on the matter.
- Case Key Terms, Acts, Doctrines, etc.: A case specific Legal Term Dictionary.
- Case Doctrines, Acts, Statutes, Amendments and Treatises: Identifies and Defines Legal Authority used in this case.
- The Case Brief is the complete case summarized and authored in the traditional Law School I.R.A.C. format. The Pro case brief includes:
- Brief Facts: A Synopsis of the Facts of the case.
- Rule of Law: Identifies the Legal Principle the Court used in deciding the case.
- Facts: What are the factual circumstances that gave rise to the civil or criminal case? What is the relationship of the Parties that are involved in the case. Review the Facts of this case here:
A hosiery producer,Chadbourn, which attained control of Standard Knitting Mills through an exchange of Chadbourn’s securities for Standard shares by shareholders. The Standard and Chadbourn packages were equally similar in market value, however, the Chadbourn stock gave more liquidity and higher dividends to holders. After Chadbourn lost millions as a result of plummeting sales, the holders sued it, Standard, their management, lawyers, and Peat, Marwick & Mitchell, and the accountant who prepared the proxy after the transfer of Standard’s control. The parties engaged in a settlement contract which granted the shareholders control of Chadbourn, renamed “Stanwood Corporation”, with Peat not being party to the settlement contract. Damages were evaluated against Peat when it was discovered that it had negligently failed to mention in the proxy statement it prepared that Chadbourn was limited by a bank loan contract from paying dividends on the preferred stock it was offering in trade for Standard shares. Peat appealed, claiming that Rules 10b-5 and 14a-9 announced under the Securities and Exchange Act of 1934 necessitated a demonstration of scienter prior to liability being imposed.
- Issue(s): Lists the Questions of Law that are raised by the Facts of the case.
- Holding: Shares the Court's answer to the legal questions raised in the issue.
- Concurring / Dissenting Opinions: Includes valuable concurring or dissenting opinions and their key points.
- Reasoning and Analysis: Identifies the chain of argument(s) which led the judges to rule as they did.