SALE-OF-BUSINESS DOCTRINE

sale-of-business doctrine.The outmoded rule holding that the transfer of stock incident to the

sale of a business does not constitute a transfer of securities. • This doctrine was rejected by the

U.S. Supreme Court in Landreth Timber Co. v. Landreth, 471 U.S. 681, 105 S.Ct. 2297 (1985),

and its companion case, Gould v. Ruefenacht, 471 U.S. 701, 105 S.Ct. 2308 (1985). [Cases:

Securities Regulation 5.25(2). C.J.S. Securities Regulation § 27.] [Blacks Law 8^th]