Securities I confess to being baffled by the idea of securities versus non securities.
If I buy a piece of art from a gallery and the owner of the gallery says that the price is sure to go up because the artist is in the process of being discovered - is that a security?
If I go to a toy show and purchase toys from a dealer who specializes in moon things and he also has notices posted around that talk about how the prices will go up with the next moon landing or he offers a mail in coupon for a souvenir trading card commemorating that forthcoming moon landing if I buy a toy from him today - is that a security?
Is jewelry or anything made out of precious metal a security? If I invest 10k into a startup as friends and family investor - have they sold me a security? What if they give me a board seat? What if they promise to distribute shares?
The somewhat arbitrary rule states: a transaction must contain an investment of funds in a group venture with the expectation that all gains will come from group efforts.
So if the toy sellers or the gallerists or the jewelry sellers are planning another big show and offer to give a sizeable discount for a purchase is that a security? Or free admission?
What about if a religion says that I can get a tax deduction for giving money to the church to support missionary work (and I'll get to go to heaven)? Isn't that an investment of funds in a group venture that gains will come from group efforts? Sounds like the same thing to me.
You know what the bottom line is: it's all bullshit and the rules are made up and fitted to each case or not fitted to each case depending on the goals and connections of both sides. It's all bullshit.