Wilson bought Zimmer Corp. common stock in an offering registered under the Securities Act of 1933. Baldridge & Co., CPAs, gave an unqualified opinion on Zimmer's financial statements that were included in the registration statement filed with the SEC. Wilson sued Baldridge under the provisions of the 1933 Act that deal with omission of facts required to be in the registration statement. Wilson must prove that:

Wilson was in privity with Baldridge.

There was fraudulent activity by Baldridge.

There was a material misstatement in the financial statements.

Wilson relied on Baldridge's opinion.

Option- C.Wilson sued Baldridge under the provisions of the 1933 Act that deal with omission of facts required to be in the registration statement. But, Wilson must prove that, there was a material misstatement in the financial statements.For, any party to carry on an formal action against any other inside a given deal there is always a requirement of providing the sufficient set of information for proving any given allegations against the party and the defendant is also providing all the basic rights to carry on his side of the case or situation providing more information to prove his point in the given deal.

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