Fed. Sec. L. Rep. P 95,273 McGreghar Land Company, a Corporation, and v. Maurice W. Meguiar, And

McGreghar Land Company (hereinafter “McGreghar”) brought this action against Maurice, Malcolm, Kenneth, and Barry Meguiar and a partnership and a corporation controlled by them (hereinafter “defendants”). McGreghar alleged that the defendants had by means of misrepresentations induced it to buy an interest in a limited partnership known as Meguiar Enterprises, in violation of § 10(b) of the Securities Exchange Act of 1934 (15 U.S.C. § 78j), Rule 10b-5, and various provisions of the Securities Act of 1933 (15 U.S.C. § 77a, et seq.). In addition, the complaint set forth various causes of action based on state law.

Defendants moved to dismiss the action for failure to join an indispensable party or, alternatively, to abate the action pending the resolution of an action brought by defendants in the state court to dissolve the limited partnership. In this state court action, McGreghar had filed counterclaims and a cross-complaint stating the same causes of action raised in the district court. The district court denied the motion to dismiss for failure to join an indispensable party, and then proceeded to consider, sua sponte, whether the complaint sufficiently stated a cause…