Under the "due diligence" defense to a Section 11 action under the Securities Act of 1933:

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Under the due diligence defense, any defendant except the issuer can assert a due diligence defense. The defense requires the defendant to prove that they conducted a reasonable investigation and had no reason to believe that the statement in the registration statement or prospectus was false or misleading. The defense cannot be asserted jointly, and each defendant must individually prove their due diligence. Assertion of the defense does not eliminate criminal liability.

Under the "Due Diligence" Defense to a Section 11 Action