Richard Grand and Marcia Grand, Co-Trustees of the R.m. Grand Revocable Living Trust, Dated January 25, 1991…

Summary

The court held that the defendants did not “participate in” the Trust’s aftermarket purchases under Arizona’s securities statute because the alleged conduct showed inducement but no role in the transactions between the Trust and the third-party sellers. It also held that control-person and aiding-and-abetting liability could not proceed on the pleaded theory because no underlying participation violation was established. The court affirmed dismissal and declined to permit another amendment because the Trust had deliberately abandoned inducement, failed to properly present a proposed amendment, and did not timely challenge the denial of leave to amend.