Article
Texas Business Court Clarifies When A Promissory Note Is Not A ‘Security’
The Texas Business Court recently analyzed whether a promissory note between sophisticated business parties constituted a "security" under the Texas Securities Act, applying the federal "family resemblance" test to evaluate party motivations, distribution plans, public expectations, and risk-reducing measures. The court's decision provides important guidance on how commercial lending arrangements may be distinguished from securities transactions, particularly when collateralization, personal guarantees, and
Greenberg Traurig, LLP