Hibbert and Hubbert is a law firm headquartered in New York.The firm has more than 400 partners and branch offices in eight cities.Because of the departure of a probate lawyer in the Los Angeles office, Hibbert made an offer of partnership last year to Slickperson, a senior associate in another firm.Under the terms of the offer, Slickperson will make a modest capital contribution of $35,000.Slickperson's income from the partnership will be set by a compensation committee on the basis of Slickperson's productivity (measured by billable hours collected and clients brought to the firm).Slickperson was given only abbreviated financial statements on the firm and was led to believe it would be unseemly to push for more information.No disclosures were made that the partners in the Miami, Washington, D.C., and San Francisco offices were about to leave and establish their own firms.Now the partners have left, leaving the firm in dire financial straits.Is Slickperson's partnership interest an investment contract and thus a security?

Apply the facts of this problem to the elements of the Howey test and provide responses to the following headings:

Is there an investment of money?If so, identify what Slickperson is investing.

Into a common enterprise?If so, identify which type of commonality and tell me why.

Are there expectations of profits derived solely from the efforts of others?

oTell me why Slickperson would say yes.

oTell me why Hibbert and Hubbert would say no.