Write in IRAC format for the following scenario:

Thomas and Jon founded Inventions, Inc., to market household consumer products. The success of their first product, the Clean Mop, continued with later products, which were sold through infomercials. Thomas and John were the firm's officers and equal shareholders, with Thomas responsible for product development and Jon in charge of day-to-day activities. By 1998, they had become dissatisfied with each other's efforts. Jon represented the firm as financially "dying," "in a grim state...worse than ever," and offered to buy all of Thomas's shares for $1.6 million. Thomas accepted. On the day that they signed the agreement to transfer the shares, Inventions began marketing a new productthe Bright Light. It was an instant success, generating millions of dollars in revenues. In negotiating with Thomas, Jon had intentionally kept the Bright Light a secret. Thomas sued Inventions, asserting fraud and other claims.

Under what principle might Inventions be liable for Jon's fraud?

Is Inventions liable in this case? Explain.