major, major & sharpe, cpas, are the auditors of maclain technologies. in connection with the public offering of $10 million of maclain securities, major expressed an unqualified opinion as to the financial statements. subsequent to the offering, certain misstatements were revealed. major has been sued by the purchasers of the stock offered pursuant to the registration statement that included the financial statements audited by major. in the ensuing lawsuit by the maclain investors, major will be able to avoid liability if