Goodwin v. Elkins & Co.’s Empirical Analysis
730 F.2d 99 · 1984
Citation profile
45 federal appellate · 12 district · 11 state decisions
How this case has been cited
Cited by 113 later decisions — most recently June 2020 · most notably Pension Benefit Guaranty Corporation v. White Consolidated Industries Inc Ct (1993), Phillips v. LCI International, Inc. (1999)
45 federal appellate · 12 district · 11 state decisions — followed in 10 states
Later decisions citing this case, by decade. The current decade is in progress, and our corpus holds fewer opinions from the most recent years, so the latest bars are undercounted — not a real decline.
Relationships
Applies 15 U.S.C. § 77B (§ 2 of the Securities Act of 1933) · 15 U.S.C. § 78C (§ 3 of the Securities Exchange Act of 1934) · 15 U.S.C. § 78J (§ 10 of the Securities Exchange Act of 1934) · 28 U.S.C. § 1291 · 28 U.S.C. § 1331 · 28 U.S.C. § 1332 (Class Action Fairness Act of 2005) · 9 U.S.C. § 2
Relies on Erie Co v. Tompkins · Moses H. Cone Memorial Hospital v. Mercury Construction Corp. · United Steelworkers v. Warrior & Gulf Navigation Co. · Bell v. Hood · Prima Paint Corp. v. Flood & Conklin Mfg. Co.
Most-quoted passages
The sentences later courts lift from this opinion, ranked by how many decisions quote each — the parts of the opinion doing the work. These counts are smaller than the citation total above because most of the 113 citing decisions cite the case generally; a passage count includes only decisions quoting that exact language verbatim.
“A general partnership or joint venture interest can be designated a security if the investor can establish, for example, that (1) an agreement among the parties leaves so little power in the hands of the partner or venturer that the arrange ment in fact distributes power as would a limited partnership; or (2) the partner or venturer is so inexperienced and unknow-ledgeable in business affairs that he is incapable of intelligently exercising his partnership or venture powers; or (3) the partner or venturer is so dependent on some unique entrepreneurial or managerial ability of the promoter or manager that he cannot replace the manager of the enterprise or otherwise exercise meaningful partnership or venture powers.”
5 later decisions quote this exact passage · from the majority“[i]t is manifest that any person who possesses the powers, rights, and responsibilities described above cannot have invested his capital with the expectation of profits derived solely from the efforts of others, and therefore, cannot be the holder of a “security” as intended by the Act. Whatever subjective perceptions Goodwin may have entertained about his position in the firm, and whatever may have been the role he actually assumed, the legal interest which he enjoyed does not fall within the scope of the term “security” as intended by Congress.”
4 later decisions quote this exact passage · from the majority“that the terms of the Limited Partnership Agreement dispose of Goodwin's securities claims as a matter of law, even if his allegations concerning management of Elkins & Co. are accepted as true.”
3 later decisions quote this exact passage · from the concurrencee.g. Matek v. Murat · Budimir Matek Eleanor Matek Martin Matek Marijan Dusevic Mario Forgiarini Mary L. Forgiarini John Zivkovic Judith Zivkovic Vinco Marich Cvita Marich, and Rex Martin Carolyn Martin David A. Hill Diane S. Hill Ruth Thayer v. Joseph Murat Veronica M. Murat Chester J. Hummel Celia A. Hummel Ronald A. Lebetsamer Minor, Popeny & Lebetsamer Port Welding & MacHine Works, Inc. Profit Sharing Trust Fund West Coast Diesel, Inc. Orange Production Credit Association, Budimir Matek Eleanor Matek Martin Matek Marijan Dusevic Mario Forgiarini Mary L. Forgiarini, and Rex Martin Carolyn Martin David A. Hill Diane S. Hill Ruth Thayer v. Joseph Murat Veronica M. Murat Port Welding & MacHine Works, Inc. Profit Sharing Trust Fund West Coast Diesel, Inc., Budimir Matek Eleanor Matek Martin Matek Marijan Dusevic Mario Forgiarini Mary L. Forgiarini John Zivkovic Judith Zivkovic Vinco Marich Cvita Marich, and Rex Martin Carolyn Martin David A. Hill Diane S. Hill Ruth Thayer v. Joseph Murat Veronica M. Murat Chester J. Hummel Celia A. Hummel Ronald A. Lebetsamer Minor, Popeney & Lebetsamer Port Welding & MacHine Works, Inc. Profit Sharing Trust Fund West Coast Diesel, Inc. Orange Production Credit Association, Budimir Matek Eleanor Matek Martin Matek Marijan Dusevic Mario Forgiarini Mary L. Forgiarini Rex Martin Carolyn M. Martin David A. Hill Diane S. Hill Ruth Thayer v. Joseph Murat Veronica M. Murat Chester J. Hummel Celia A. Hummel Port Welding & MacHine Works, Inc. Profit Sharing Trust Fund West Coast Diesel, Inc., and Ronald A. Lebetsamer Minor, Popeney & Lebetsamer, Budimir Matek Eleanor Matek Martin Matek Marijan Dusevic Rex Martin Carolyn M. Martin David A. Hill Diane S. Hill Ruth Thayer, Plaintiffs v. Joseph Murat Veronica M. Murat Port Welding & MacHine Works, Inc. Profit Sharing Trust Fund West Coast Diesel, Inc., and Ronald A. Lebetsamer Minor, Popeney & Lebetsamer, Orange Production Credit Association, Budimir Matek v. Joseph Murat Veronica M. Murat Port Welding & MacHine Works, Inc. Profit Sharing Trust Fund
How this case has been treated — in progress
Whether each later court followed, distinguished, criticized, or overruled this decision. The treatment classification (task #35) runs highest-cited cases first and lights up here as it reaches this one.