alleged that a prospectus dated May 9, 1968 for 360,000 shares of Four Seasons stock was false and misleading. It is alleged that the audited financial statements for the fiscal year ending June 30, 1968, which were incorporated in a prospectus of November 26, 1968 for the sale of 400,000 shares of Four Seasons stock, were false and misleading. Count 1 asserts that in November 1968 certain of the defendants caused the creation of Four Seasons Equity Corporation ("Equity"), to which Four Seasons made substantial sales, which were in fact false and fictitious because Four Seasons controlled Equity. Count 1 asserts that in April 1969 another company was createdFour Seasons Franchise Centers, Inc.which was later used to generate substantial fictitious earnings for Four Seasons. It is alleged thatFour Seasons stock.
Count 62 charges all defendants, except McCollum and Miller, with violation of Section 17(a) of the 1933 Act in connection with the offering and sale of the Overseas debentures.
Count 63 charges defendants Clark, Gray and Wahrman with violation of Sections 12 and 13 of the 1934 Act in connection with the filing of a Listing Application with the American Stock Exchange and the S.E.C. It is alleged that this Listing Application contained a false and misleading financial statement of Four Seasons for the fiscal year ending June 30, 1968.
Count 64 charges all defendants, except McCollum, with violation of Section 13 of the 1934 Act in connection with the filing of a Form 10K with the American Stock Exchange and the S.E. C. It is alleged that