Abstract
The Fifth Circuit Court of Appeals in Williamson v. Tucker recently explicated the circumstances under which an interest in a real estate joint venture constitutes an investment contract and thus a security. The court also formulated a test for making such a determination. This Article discusses the history of investment contract analysis, critically examines the Williamson test, and suggests methods for joint venture promoters and their counsel to respond to the test.
Keywords: Joint ventures, Real estate investments, Securities, United States
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