Nash v. Gay Apparel Corp.

Edgar J. Nathan, Jr., J.

This is a motion to dismiss the complaint for legal insufficiency. The complaint in essence seeks rescission of a sale of stock of the corporate defendant on the ground of fraudulent representations as to its value. Defendants rely on the general rule to the effect that representations as *904to value, however false and misleading, are not actionable. (See Ellis v. Andrews, 56 N. Y. 83.) This rule is based on the doctrine of caveat emptor, and considers such representations to be no more than expressions of opinion, leaving to the purchaser the obligation of relying upon…