The majority opinion in the case established that liability did not extend to "aiders or abettors" that participate in misstatements or omissions in connection with the sale of securities.

The Supreme Court held that "private civil liability under Rule 10b-5 does not extend to those who do not engage in a manipulative or deceptive practice but who aid and abet such a violation of 10(b)."

The case makes the distinction between primary violators, who directly misstate or omit material facts that are relied upon by investors, and aiders and abettors.

When investors relied on such statements or actions, the court extends Rule 10b-5 liability to these secondary participants.

The Court stated that "any person or entity, including a lawyer, accountant, or bank, who employs a manipulative device or makes a material misstatement (or omission) on which a purchaser or seller of securities relies may be liable as a primary violator under 10b-5.