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Ross & Associates, CPA, were engaged by management to audit Conquest Chemical Corp. When misstatements in the financial statements later became known, the stock of Conquest lost one-third of its value. The audited financial statements were produced in connection with a public stock offering by Conquest. The unqualified auditor’s opinion of Ross & Associates was included in Conquest’s registration statement. Norton, who purchased a significant amount of the initial public offering of Conquest stock, may recover from Ross & Associates under Section 11 of the Securities Act of 1933 if he can prove that
the misstatements were material.
he received a copy of the prospectus prior to his purchase.
the offering was made in interstate commerce.
he was a non-accredited investor.
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