This quarter’s issue includes summaries and associated court opinions of selected cases principally decided between August and October 2019. The cases address developing trends in the definition of a security, fiduciary...more
11/27/2019
/ Appeals ,
Criminal Convictions ,
Fiduciary Duty ,
Investment Company Act of 1940 ,
Loss Causation ,
Material Misrepresentation ,
Materiality ,
Omissions ,
Pleading Standards ,
Scienter ,
Securities ,
Securities Exchange Act ,
Securities Fraud ,
Securities Litigation ,
SLUSA
This issue of Skadden’s semiannual Cross-Border Investigations Update takes a close look at recent cases, regulatory activity and other key developments, including a review of the first year of GDPR enforcement, analysis of...more
10/3/2019
/ Anti-Money Laundering ,
Appeals ,
Blocking Statutes ,
Bribery ,
CFTC ,
China ,
CLOUD Act ,
Communication Restrictions ,
Compliance ,
Conspiracies ,
Cooperation Agreement ,
Crime (Overseas Production Orders) Act 2019 (the COPO Act) ,
Criminal Prosecution ,
Cross-Border Transactions ,
Cryptocurrency ,
Cybersecurity ,
Deferred Prosecution Agreements ,
Denial of Certiorari ,
Department of Justice (DOJ) ,
Deutsche Bank ,
Disclosure ,
Dodd-Frank ,
Economic Sanctions ,
Enforcement Actions ,
EU ,
EURIBOR ,
Exports ,
Extradition ,
Extraterritoriality Rules ,
Financial Conduct Authority (FCA) ,
Financial Records ,
Foreign Corrupt Practices Act (FCPA) ,
Foreign Exchanges ,
France ,
Fraud ,
General Data Protection Regulation (GDPR) ,
Government Investigations ,
Hackers ,
Hungary ,
Imports ,
India ,
Indictments ,
Information Sharing ,
Iran Sanctions ,
Israel ,
Lithuania ,
Money Laundering ,
Morrison v National Australia Bank ,
Multinationals ,
Office of Foreign Assets Control (OFAC) ,
Opioid ,
Pharmaceutical Industry ,
Popular ,
Rate-Rigging ,
SCOTUS ,
Securities and Exchange Commission (SEC) ,
Serious Fraud Office (SFO) ,
Spoofing ,
Subpoenas ,
Swiss Supreme Court ,
Switzerland ,
Tax Crimes ,
Tax Evasion ,
Tax Treaty ,
Turkey ,
UK ,
United States ,
Venezuela ,
Wal-Mart
This quarter’s issue includes summaries and associated court opinions of selected cases principally decided between May and August 2019....more
10/2/2019
/ Acquisitions ,
Appraisal Rights ,
Board of Directors ,
Books & Records ,
Breach of Duty ,
Class Action ,
Corwin Doctrine ,
DE Supreme Court ,
Deal Price ,
Disclosure Requirements ,
Enforcement Actions ,
Excessive Fees ,
Fair Value Standard ,
Fiduciary Duty ,
Forfeiture ,
Guilty Pleas ,
Insider Trading ,
Investment Adviser ,
Jury Verdicts ,
Market Manipulation ,
Materiality ,
Mergers ,
Misrepresentation ,
Motion for Summary Judgment ,
Motion to Dismiss ,
Offering Documents ,
Omissions ,
Pleading Standards ,
Popular ,
Scienter ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Fraud ,
Securities Litigation ,
Shareholder Litigation ,
SLUSA ,
Standing
This quarter’s issue includes summaries and associated court opinions of selected cases principally decided between February and April 2019. ...more
6/12/2019
/ Acquisitions ,
Appraisal Rights ,
Breach of Duty ,
Fiduciary Duty ,
Investment Advisers Act of 1940 ,
Material Misrepresentation ,
Materiality ,
Mergers ,
Omissions ,
Omnicare ,
Pleading Standards ,
Popular ,
Sarbanes-Oxley ,
Scienter ,
Securities ,
Securities Exchange Act ,
Securities Litigation ,
Suspicious Activity Reports (SARs)
This quarter’s issue includes summaries and associated court opinions of selected cases principally decided between December 2018 and February 2019....more
3/14/2019
/ Appeals ,
Article III ,
Class Action ,
Cryptocurrency ,
Fiduciary Duty ,
Investment Opportunities ,
Loss Causation ,
Mutual Funds ,
Nutraceutical Corp v Lambert ,
Omnicare v Laborers District Council ,
Pleading Standards ,
Ponzi Scheme ,
Popular ,
PSLRA ,
SCOTUS ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Fraud ,
SLUSA ,
Standing
This issue of Skadden’s semiannual Cross-Border Investigations Update takes a close look at recent cases, regulatory activity and other key developments, including DOJ guidance on the use of corporate monitors in criminal...more
1/7/2019
/ Anti-Bribery ,
Anti-Corruption ,
Anti-Money Laundering ,
Appeals ,
Attorney-Client Privilege ,
Brazil ,
Bribery ,
BSA/AML ,
China ,
Corporate Counsel ,
Criminal Conspiracy ,
Criminal Convictions ,
Criminal Investigations ,
Cross-Border ,
Cryptocurrency ,
Cyber Attacks ,
Cybersecurity ,
Data Privacy ,
Data Protection Acts ,
Department of Justice (DOJ) ,
Enforcement Actions ,
EU ,
Exports ,
Extraterritoriality Rules ,
FATCA ,
Financial Crimes ,
Foreign Corrupt Practices Act (FCPA) ,
Forex ,
France ,
Government Investigations ,
Guilty Pleas ,
Hackers ,
Imports ,
International Litigation ,
Iran ,
Legal Professional Privilege ,
Libor ,
Litigation Privilege ,
Market Manipulation ,
Money Laundering ,
Multi-Jurisdictional Litigation ,
Multinationals ,
NYDFS ,
Privileged Communication ,
Russia ,
Sanction Violations ,
Securities and Exchange Commission (SEC) ,
Securities Fraud ,
SFO ,
Spoofing ,
Tax Fraud ,
Traders ,
UK ,
Unexplained Wealth Orders (UWOs) ,
United Arab Emirates (UAE) ,
Yates Memorandum
This quarter’s issue includes summaries and associated court opinions of selected cases principally decided between September 2018 and October 2018. ...more
12/7/2018
/ Acquisitions ,
Administrative Law Judge (ALJ) ,
Aiding and Abetting ,
Appointments Clause ,
Breach of Duty ,
Claim Preclusion ,
Class Action ,
Constitutional Challenges ,
Controlling Stockholders ,
Damages ,
Dismissals ,
Enforcement Actions ,
Extraterritoriality Rules ,
Fiduciary Duty ,
Financial Institutions ,
General Partnerships ,
Initial Coin Offering (ICOs) ,
Investment Funds ,
Jurisdiction ,
Lucia v SEC ,
Material Adverse Effects ,
Material Misrepresentation ,
Merger Agreements ,
Mergers ,
MFW ,
Misrepresentation ,
Pleading Standards ,
Popular ,
Proxy Solicitations ,
PSLRA ,
Rule 10(b) ,
Scienter ,
Section 11 ,
Securities ,
Securities Act ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Fraud ,
Securities Litigation ,
Shareholder Litigation ,
SLUSA ,
Squeeze-Out Mergers
On November 2, 2018, the U.S. Securities and Exchange Commission (the SEC or Commission) Division of Enforcement (the Division) released its annual report discussing enforcement-related actions and key initiatives (the...more
11/8/2018
/ Annual Reports ,
Civil Monetary Penalty ,
Cyber Crimes ,
Cybersecurity ,
Disclosure Requirements ,
Disgorgement ,
Enforcement Actions ,
Fraud ,
Investor Protection ,
OCIE ,
Offering Fraud ,
Popular ,
Retail Investors ,
Securities and Exchange Commission (SEC) ,
Share Class Structures
On October 16, 2018, the Securities and Exchange Commission (SEC) issued a Report of Investigation (Report) detailing an investigation by the SEC’s Enforcement Division into the internal accounting controls of nine issuers...more
10/22/2018
/ Corporate Issuers ,
Cyber Attacks ,
Cybersecurity ,
Data Breach ,
Enforcement Actions ,
Government Investigations ,
Incident Response Plans ,
Information Reports ,
Internal Controls ,
Popular ,
Publicly-Traded Companies ,
Risk Assessment ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Spoofing
This quarter’s issue includes summaries and associated court opinions of selected cases principally decided between May 2018 and August 2018....
US Supreme Court -
Supreme Court Holds That SEC Administrative Law Judges...more
9/28/2018
/ Acquisitions ,
Administrative Law Judge (ALJ) ,
Appeals ,
Appointments Clause ,
Appraisal ,
Attorney-Client Privilege ,
Class Certification ,
Constitutional Challenges ,
Controlling Stockholders ,
Deal Price ,
Delaware General Corporation Law ,
Disclosure Requirements ,
False Statements ,
Fiduciary Duty ,
Foreign Corporations ,
Insider Trading ,
Lorenzo v SEC ,
Lucia v SEC ,
Mergers ,
Misleading Statements ,
Petition for Writ of Certiorari ,
Pleading Standards ,
Rule 10(b) ,
Scienter ,
SCOTUS ,
Securities and Exchange Commission (SEC) ,
Securities Fraud ,
Securities Litigation ,
SLUSA ,
TRO
This issue of Skadden’s semiannual Cross-Border Investigations Update takes a close look at recent cases, regulatory activity and other key developments, including the use of legal holds in cross-border investigations,...more
8/29/2018
/ China ,
Civil Monetary Penalty ,
Cooperation ,
Criminal Investigations ,
Cross-Border Transactions ,
Cryptocurrency ,
Cybersecurity ,
Data Breach ,
Data Protection ,
Department of Justice (DOJ) ,
Enforcement Actions ,
EU ,
Fee Reductions ,
General Data Protection Regulation (GDPR) ,
Initial Coin Offering (ICOs) ,
Personal Liability ,
Popular ,
Privileged Communication ,
Serious Fraud Office (SFO) ,
Settlement ,
Trump Administration ,
UK
This quarter’s issue includes summaries and associated court opinions of selected cases principally decided between February 2018 and May 2018.
...more
7/3/2018
/ China Agritech Inc v Resh ,
Chipotle Grill ,
Class Action ,
Class Certification ,
Class Members ,
Cyan Inc v Beaver Cty Emps Ret Fund ,
Derivative Suit ,
Deutsche Bank ,
Equitable Tolling ,
Etsy ,
Fiduciary Duty ,
Fraudulent Inducement ,
FRCP 23 ,
Loss Causation ,
Materiality ,
Misrepresentation ,
Omissions ,
Pleading Standards ,
Price-Fixing ,
Proxy Solicitations ,
Putative Class Actions ,
Reversal ,
Scienter ,
SCOTUS ,
Securities Exchange Act ,
Securities Fraud ,
Securities Litigation ,
Securities Violations ,
Shareholder Litigation ,
SLUSA ,
SolarCity ,
State Law Claims ,
Statute of Limitations ,
Subsequent Litigation ,
TD Ameritrade ,
Tesla
This quarter's issue includes summaries and associated court opinions of selected cases principally decided between November 2017 and January 2018. The cases address developing trends in appraisal, class certification, core...more
3/27/2018
/ Acquisitions ,
Appraisal ,
Books & Records ,
Breach of Duty ,
Business Judgment Rule ,
Buyouts ,
CEOs ,
Claim Preclusion ,
Class Action ,
Class Certification ,
Controlling Stockholders ,
Core Operations Doctrine ,
Corwin Doctrine ,
DE Supreme Court ,
Delaware General Corporation Law ,
Dell ,
Demand Futility ,
Derivative Suit ,
Director Compensation ,
Entire Fairness Standard ,
Federal Trade Commission (FTC) ,
Fiduciary Duty ,
Fraud-on-the-Market ,
FRCP 9(b) ,
High-Speed Trading ,
Loss Causation ,
Material Misrepresentation ,
Mergers ,
Motion to Amend ,
Petrobras ,
Pharmaceutical Industry ,
Pleading Standards ,
Preponderance of the Evidence ,
Presumption of Reliance ,
Proximate Cause ,
PSLRA ,
Ratification ,
Rebuttable Presumptions ,
Rule 10(b) ,
Rule 10b-5 ,
Scienter ,
Section 220 Request ,
Securities Exchange Act ,
Securities Fraud ,
Securities Litigation ,
SRO ,
Stock Drop Litigation
This quarter’s issue includes summaries and associated court opinions of selected cases principally decided between May 2017 and August 2017....more
9/28/2017
/ Acquisitions ,
Appraisal ,
CalPERS ,
CalPERS v ANZ Securities ,
Equitable Tolling ,
Fiduciary Duty ,
Insider Trading ,
Investment Company Act of 1940 ,
Materiality ,
Mergers ,
PLSRA ,
Scienter ,
SCOTUS ,
Securities Exchange Act ,
Securities Fraud ,
Standing ,
Statute of Limitations
In a unanimous decision issued on June 5, 2017, the U.S. Supreme Court, in Kokesh v. SEC, 581 U.S. ___, held that disgorgement in securities enforcement cases is a “penalty” within the meaning of 28 U.S.C. § 2462, the general...more
This issue of Skadden’s semiannual Cross-Border Investigations Update takes a close look at recent cases and enforcement trends, including developments in U.S. Foreign Corrupt Practices Act enforcement; the introduction of...more
11/4/2015
/ Accomplice Liability ,
Anti-Corruption ,
Asia ,
Attorney-Client Privilege ,
Bribery ,
China ,
Criminal Prosecution ,
Cross-Border ,
Cross-Border Transactions ,
Enforcement Actions ,
Foreign Corrupt Practices Act (FCPA) ,
Foreign Nationals ,
Government Investigations ,
India ,
Internal Investigations ,
Libor ,
Market Manipulation ,
Non-Resident Aliens ,
OECD ,
Public Officials ,
Securities and Exchange Commission (SEC) ,
Serious Fraud Office (SFO) ,
South Korea ,
Tax Evasion ,
Thailand ,
UK ,
Whistleblower Protection Policies ,
Whistleblowers ,
Work-Product Doctrine
In This Issue:
- U.S. Supreme Court:
..Omnicare, Inc. v. Laborers Dist. Council Constr. Indus. Pension Fund, 135 S. Ct. 1318 (4th Cir. Mar. 16, 2015)
- Auditor Liability:
..In re Advanced Battery Techs.,...more
6/2/2015
/ Auditors ,
Books & Records ,
CAFA ,
Class Action ,
Class Certification ,
Derivative Suit ,
Fiduciary Duty ,
Justifiable Reliance ,
Misrepresentation ,
Omissions ,
Pleading Standards ,
Scienter ,
SCOTUS ,
Securities Fraud ,
Settlement ,
Statute of Limitations ,
Statute of Repose ,
Whistleblowers
On April 1, 2015, the U.S. Securities and Exchange Commission (SEC) announced its first enforcement action against a company for a restrictive provision in confidentiality agreements that could deter employees from using the...more
On May 16, 2014, a three-judge panel of the U.S. Court of Appeals for the Eleventh Circuit provided the first appellate court interpretation of the reach of the U.S. Foreign Corrupt Practices Act (FCPA) to conduct involving...more
On January 22, 2014, U.S. Securities and Exchange Commission Administrative Law Judge Cameron Elliot (the ALJ) issued an initial decision censuring the Chinese accounting firms affiliated with Ernst & Young LLP, KPMG LLP...more
1/24/2014
/ Auditors ,
Audits ,
China ,
CSRC ,
Deloitte ,
Ernst & Young ,
Financial Statements ,
KPMG ,
Multinationals ,
PricewaterhouseCoopers ,
Sarbanes-Oxley ,
Securities and Exchange Commission (SEC) ,
Securities Fraud
The U.S. Securities and Exchange Commission (SEC or Commission) has announced plans to reinvigorate its enforcement efforts with respect to accounting issues. These plans include adding dedicated personnel and using data...more
On April 22, the U.S. Securities and Exchange Commission (SEC) announced its first non-prosecution agreement (NPA) with a company in a matter involving alleged violations of the U.S. Foreign Corrupt Practices Act (FCPA). The...more
As the second term of the Obama administration begins, the SEC is experiencing a profound leadership transition, with the departures of agency Chair Mary Schapiro; Director of Enforcement Robert Khuzami; its general counsel;...more
1/23/2013
/ Asset Management ,
Barack Obama ,
China ,
Cooperation Initiative ,
Department of Justice (DOJ) ,
Enforcement ,
Foreign Corrupt Practices Act (FCPA) ,
High Frequency Trading ,
Insider Trading ,
Securities and Exchange Commission (SEC) ,
Whistleblowers