§ 32-1-101

It is unlawful for any person, in connection with the offer, sale or purchase of any security, directly or indirectly(1) To employ any device, scheme or artifice to defraud;(2) To make any untrue statement of a material fact or to omit to state a material fact necessary in order to make the statements made, in the light of the circumstances under which they are made, not misleading; or(3) To engage in any act, practice or course of business which operates or would operate as a fraud or deceit upon any person.