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Commercial Litigation Outlook - 2024

By any measure, the world has changed vastly since we issued our first Commercial Litigation Outlook in 2020. We are now on our fourth installment of providing insights and flagging trends for what to expect in the coming...more

The Supreme Court Will Determine When Federal Agencies Must Provide for the Right to a Jury Trial in Civil Enforcement Actions

The United States Supreme Court recently granted Certiorari in a closely watched case that could have significant consequences for the Securities and Exchange Commission (SEC) and certain other federal administrative...more

ESG and Corporate Purpose: Their Current Status and How They Relate

ESG is an acronym and importantly a movement with a viewpoint. It is also an evolving concept which uses the first letters of three words as its name. Those words are Environmental, Social and Governance. ESG is a concept...more

Why are Securities Class Action Mediations Different from Other Mediations?

To borrow a few of the words spoken in 1926 by F. Scott Fitzgerald to Ernest Hemingway in a quite distinct context, securities class action mediations “are different than” mediations of most other lawsuits....more

Commercial Litigation Outlook - 2023

Welcome to the third annual installment of Seyfarth Shaw’s Commercial Litigation Outlook, where our nationally recognized team provides insights about litigation issues and trends to expect in 2023. The continuing global...more

The Second Circuit Creates a Circuit Split on Whistleblower Claim Standards

In a decision with potentially wide-ranging implications for federal whistleblower protection law, the Second Circuit has held that plaintiffs who allege they were punished by their employers for whistleblowing activity, and...more

Murray v. UBS: The Second Circuit Creates a Circuit Split on Whistleblower Claim Standards

In a decision with potentially wide-ranging implications for federal whistleblower protection law, the Second Circuit has held that plaintiffs who allege they were punished by their employers for whistleblowing activity, and...more

Judge Posner Called It a “Racket”: A Federal Judge Pushes Back Against a Very Similar “Mootness Fee” Petition in Federal Merger...

In a recent decision from the United States District Court for the Southern District of New York, a federal Judge pushed back against the common but abusive practice of “mootness fee” payoffs in public M&A deals. In the...more

SEC’s In-House Adjudication Deemed Unconstitutional by Fifth Circuit

A key enforcement power of the Securities and Exchange Commission (“SEC”)—its ability to elect to conduct in-house administrative proceedings before Administrative Law Judges (“ALJs”) instead of bringing an action in federal...more

The Grundfest Solution Works Again and Corporate Counsel of Public Companies Should Take Notice of the Upside of Federal Forum...

On April 28, 2022, the California Court of Appeals became the first appellate court outside of Delaware to uphold a federal forum provision (“FFP”) in governing corporate documents. The appellate decision was issued in the...more

Delaware Chancery Court Refuses to Stay SPAC Class Action, Highlighting the Court’s Interest in SPAC Issues—and the Risk of...

On March 7, 2022, the Delaware Chancery Court denied a motion to stay a putative class action pending the resolution of a federal securities class action, notwithstanding that the federal action was first-filed and concerned...more

Commercial Litigation Outlook - 2022

Welcome to the second annual installment of Seyfarth Shaw’s Commercial Litigation Outlook. Our nationally recognized team provides keen insights about what to expect in 2022. In short, it will be a busy year that will call...more

Plaintiffs’ Abusive Tax on M&A Deals Changed Form But Continued in 2021

Seyfarth has conducted a thorough analysis of the litigation filed in 2021 arising out of mergers and acquisitions for the year.1 While there is, as reported elsewhere, a marked decrease in class action filings arising from...more

In the Wake of the Pandora’s Box Opened by the Supreme Court’s Cyan Decision, Court to Address Discovery Stay Question in State...

On July 2, 2021, the US Supreme Court granted the Petition for a Writ of Certiorari filed in Pivotal Software, to address one of the many questions stemming from the Court’s decision in Cyan, which permitted state courts to...more

Rule 10b5-1: Fix the Cracks But Save the Baby

On June 7, 2021, U.S. Securities and Exchange Commission Chair Gary Gensler announced at the CFO Network Summit that he has asked his staff to make recommendations for the Commission’s consideration on how it might “freshen...more

Access to Corporate Books and Records Under Delaware Law: Can Shareholders Obtain Privileged Documents Too?

Requests for the inspection of books and records pursuant to Section 220 of the Delaware General Corporation Law is an important part of corporate litigation in Delaware. One important issue for these types of proceedings is...more

Recent New York Appellate Decision Highlights That Cannabis Companies Going Public are Subject to Typical Securities Litigation...

For any company, going public is fraught with securities litigation risks. As highlighted in the recent New York State Appellate Court decision In The Matter of Sundial Growers, Inc. Securities Litigation, companies operating...more

Considering a SPAC Transaction? Keep Securities Litigation Risks at Top-of-Mind

Seyfarth Synopsis: Special Purpose Acquisition Company (“SPAC”) transactions have dramatically increased since the start of 2020, bringing with them risk of securities litigation....more

First Decisions in COVID-19 Securities Motions to Dismiss Offer Mixed Results

Seyfarth Synopsis: Two recent decisions on motions to dismiss in COVID-related class action securities litigations—one successfully dismissed, the other largely surviving—show that a bare allegation of failure to predict the...more

First Securities Class Action Complaint Filed In 2021 Following Disclosure Of Cyberattack On SolarWinds Corporation

On January 4, 2021, a putative securities class action complaint was filed in the United States District Court for the Western District of Texas against SolarWinds Corporation (“SolarWinds”), SolarWinds’ CEO and CFO.[1] This...more

Southern District of New York Dismisses Section 14(a) Claim Arising Out Of Packaging Companies’ Merger

On January 12, 2021, the United States District Court for the Southern District of New York dismissed a putative class action complaint against Bemis Company Inc. and members of its board of directors (collectively, “Bemis”)...more

Dropbox Becomes Third California Superior Court Decision To Enforce Delaware Corporations’ Federal Forum Provision For Securities...

Three separate California Superior Courts have recently upheld federal forum provisions (“FFP”) in governing corporate documents to preclude state court actions under the Securities Act of 1933 (the “Securities Act”) (15...more

New York Appellate Division Decides First Securities Act Case Since Cyan

On December 3, 2020, the New York State Appellate Division for the First Judicial Department dismissed an action alleging claims under the Securities Act of 1933 (the “Securities Act”) in Lyu v. Ruhnn Holdings Limited....more

California Superior Courts Enforce Delaware Corporations’ Federal Forum Provision For Securities Act Lawsuits

In recent decisions, two separate California Superior Courts have upheld federal forum provisions (“FFP”) in governing corporate documents to preclude state court actions under the Securities Act of 1933 (the “Securities...more

California Superior Court Enforces Delaware Corporation’s Federal Forum Provision For Securities Act Lawsuits

On September 1, 2020, the California Superior Court for San Mateo County granted Restoration Robotics, Inc. and certain individual defendants’ (collectively, “Restoration Robotics”) Motion for Reconsideration and Renewed...more

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