Securities Business Torts

SEC Fraud Fiduciary Duty Securities Fraud SCOTUS Class Action Enforcement Actions Insider Trading RMBS Breach of Duty Shareholders Board of Directors Shareholder Litigation Settlement Compliance Securities Litigation Fraud-on-the-Market Investment Adviser Enforcement Securities Exchange Act Class Certification Halliburton Securities ERISA Securities Act of 1933 Derivative Suit Halliburton v Erica P. John Fund CFTC Misrepresentation Dodd-Frank Mergers Disclosure Requirements Corporate Counsel Motion to Dismiss Statute of Limitations Banks Basic v Levinson Rule 10b-5 FINRA Business Judgment Rule Investors Controlling Stockholders EU Hedge Funds Ponzi Scheme DOJ FIfth Third Bancorp v Dudenhoeffer Appeals Broker-Dealer ESOP Material Misstatements Stocks Omnicare Omnicare v Laborers District Council Whistleblowers Conflicts of Interest Dismissals Pleading Standards Section 11 JPMorgan Chase Directors Popular Corporate Officers Mortgage-Backed Securities Rating Agencies Scienter Canada Registration Statement Mortgages Bank of America Stock Drop Litigation Citigroup Disgorgement Executive Compensation False Statements Goldman Sachs Pleadings Presumption of Reliance Criminal Prosecution Aiding and Abetting FCPA FDIC FHFA Swaps US Bancorp Civil Monetary Penalty DE Supreme Court Investment Funds Penalties UK Personal Liability SLUSA Standing Acquisitions Corporate Governance Deutsche Bank Illegal Tipping Investment Advisers Act of 1940 Chief Compliance Officers Morgan Stanley Professional Liability Retirement Plan White Collar Crimes Amgen Inc. v Connecticut Retirement Plans Employee Benefits Sanctions Sarbanes-Oxley D&O Insurance Delaware General Corporation Law Misappropriation Personal Benefit Pharmaceutical Industry Proxy Statements UBS US v Newman Mutual Funds Standard of Review Books & Records Duty of Loyalty Libor Mary Jo White Material Nonpublic Information Misleading Statements Section 10(b) 401k Breach of Contract Bylaws Demand Futility European Securities and Markets Authority (ESMA) Federal Reserve Financial Conduct Authority (FCA) High Frequency Trading Jurisdiction Market Manipulation Minority Shareholders Municipal Bonds Disclosure Private Equity Publicly-Traded Companies Statement of Opinion Audits Bernie Madoff Duty of Prudence Fannie Mae Insurance Industry Loss Causation Shareholder Rights Financial Adviser Freddie Mac Municipalities Pensions Registration Say-on-Pay Trustees Burden of Proof C-Suite Executives Derivatives Hong Kong Neither Admit Nor Deny Settlements Portfolio Managers Summary Judgment Brokers Collateralized Debt Obligations Countrywide DOL Due Diligence Fairness Standard Fifth Third Mortgage Company Fines Going-Private Transactions Investigations NCUA Negligent Misrepresentation Oil & Gas PSLRA Reporting Requirements Whistleblower Awards Bad Faith Cybersecurity Extraterritoriality Rules FERC Financial Services Authority Foreign Banks Fund Managers Gabelli v SEC Investment Company Act of 1940 IPO Judge Rakoff OCC Amgen Attorney's Fees Barclays Discovery Rule Evidence Exculpatory Clauses Omissions Underwriting Asset Management Auditors China Damages Entire Fairness Standard FIRREA Investment Management Preferred Shares Shareholder Votes Tender Offers Unjust Enrichment Bribery CEOs Chadbourne & Parke LLP v Troice Discovery Duty of Care Excessive Fees Financial Statements Forum Selection Injunctions Merrill Lynch Repurchases Risk Management Short Sales Statute of Repose Wells Fargo Administrative Hearings Cease and Desist Common Stock Cross-Border Custody Rule Defense Strategies European Commission Federal Rules of Civil Procedure Foreign Exchanges Litigation Strategies OCIE PCAOB Preemption Private Equity Funds Public Offerings Reversal S&P SEC v Citigroup Volcker Rule Whistleblower Protection Policies 10b5-1 Plans Confidential Information Fee-Shifting Fees Fraudulent Inducement Good Faith Independent Boards Internal Controls Japan Materiality Merger Agreements Municipal Securities Issuers No-Action Letters Rebuttable Presumptions Secondary Markets Self-Dealing Shareholder Activism Tolling Trusts Anti-Money Laundering Australia Banking Sector Bear Sterns Best Interest Contract Exemptions CFPB Covenant of Good Faith and Fair Dealing Dilution Employer Liability Issues Financial Institutions FTC Independent Director Internal Investigations IRS Material Disclosures Moody's Multidistrict Litigation Nasdaq Negligence Pay-To-Play Policy Violations Private Securities Litigation Reform Act of 1995 Putative Class Actions Revlon Standard Swap Dealers Virtual Currency Appraisal Arbitration Attorney Generals Attorney-Client Privilege Bitcoin Dark Pool Deferred Prosecution Agreements ETFs False Claims Act (FCA) FBI FDA Federal Rule 12(b)(6) Indemnification Insolvency IRA JOBS Act Joint and Several Liability Justifiable Reliance Morrison v National Australia Bank Municipal Advisers NFA No-Action Relief Ontario Securities Commission (OSC) Personal Jurisdiction Tippees Valuation Venture Capital Young Lawyers Accounting Fraud Asset Valuations Bank of New York (BNY) Mellon Benefit Plan Sponsors Capital Markets Causation Claim Preclusion Commercial Bankruptcy Commodities Confidential Witnesses Conspiracies Corruption Final Rules Financial Reporting FinCEN Foreign Corporations GAAP Healthcare Interlocutory Appeals Investment Fraud Jury Verdicts Lawson v FMR Loans MFW Moench Presumption Ontario Securities Act Petition For Rehearing Recordkeeping Requirements Regulation M Retaliation Risk Assessment Rule 23 Stock Options Stock Purchase Agreement Strict Liability U.S. Treasury Administrative Proceedings Admissions of Liability AIFMD Anti-Retaliation Provisions Appraisal Rights Blue Sky Laws Bonds BP Buyouts Cease and Desist Orders Certiorari Clawbacks Closely Held Businesses Compensation Committee Corporate Executives Corporate Sales Transactions Creditors Cross-Border Transactions Data Protection Dell Dole Food Duty to Disclose EB-5 EMIR Employee Stock Purchase Plans Energy Ethics European Banking Authority Facebook Failure To State A Claim Fiduciary Rule Fitch Foreign Investment General Solicitation Hiring & Firing HSBC International Litigation Investment Companies Janus Capital Group Lehman Brothers Leveraged Buyout Life Sciences Limited Liability Company (LLC) Mark Cuban Money Laundering Mootness MSRB NYSE Offerings Patents Pension Funds Prejudgment Interest Preliminary Injunctions Real Estate Market Reasonableness Factors Royal Bank of Scotland Rule 10(b) SAC Capital Safe Harbors Security-Based Swaps Shareholder Demands Social Media Stress Tests Subsidiaries Supplemental Disclosures Supreme Court of Canada Trade Market Abuse Transparency Wire Fraud Acquisition Agreements Affirmative Defenses American Pipe & Construction Co. v. Utah Annual Meeting Antitrust Litigation Apple Bank Fraud Biotechnology Breach of Warranty Buy-Out Agreements CFOs Chevron Deference City of Pontiac Collateral Estoppel Commodity Pool Complex Litigation Consent Decrees Contract Interpretation Corporate Liability Credit Ratings Credit Suisse Credit Unions Data Breach Disclosure-Based Settlements EBA Equitable Tolling Exchange-Traded Products Expert Witness Failure To Disclose Fair Market Value Family Businesses FCMs Financial Crimes Forfeiture Forum Shopping Fraudulent Concealment FSMA Hart-Scott-Rodino Act Hewlett-Packard Incentive Compensation Internal Revenue Code (IRC) ISS Limitation Periods Liquidation Major Swap Participants Martoma Material Misrepresentation MCDC Misallocation of Funds Mismanagement Municipal Securities Market Nvidia Oppression Remedy Prescription Drugs Price-Fixing Proposed Regulation Prospectus Prudential Public Disclosure Public Officials Raj Rajaratnam Reasonable Reliance Claims Receivership Regulation S-K REIT Remedies Rescission Retirement Revlon Rule 11 Rule 506 Offerings Sale of Assets Section 36(b) Securities Act Shareholders' Agreements Sothebys Special Committees Split of Authority Statement of Facts Stock-for-Stock Merger Strategic Enforcement Plan Subpoenas Subprime Mortgages Target Company Too Big to Fail Twombly/Iqbal Pleading Standard Visas Waste AIG Algorithmic Trading Allergan Inc Allstate Alternative Trading Systems Amended Complaints Amgen v Harris Anti-Dumping Duty Arbitration Agreements Assured Guaranty Corp. Bank of England Basel Committee Burger King Business Litigation Capital Requirements Charles Schwab Citibank Clinical Trials CMBS Code of Conduct Collateralized Loan Obligations Comcast Comcast v. Behrend Commodities Exchange Act Conflict Mineral Rules Contract Disputes Contract Drafting Corporate Veil Credit Default Swaps Criminal Sanctions Cyber Attacks Disclosure Settlement Dismissal With Prejudice DuPont Earn-Outs eBay Enforcement Statistics Equity Compensation Expert Testimony Fair Housing Act (FHA) False Advertising Falsified Documents FATCA Federal Sentencing Guidelines Federal Tort Claims Act (FTCA) Fidcuciary Liability Financial Markets Financial Regulatory Reform Financial Sector Foreign Issuers Foreign Nationals Form 10-K Forum Forum Non Conveniens Fraudulent Transfers Freeze-Out Mergers Frivolous Lawsuits Futures Gartenberg Factors Government Investigations Heinz Honest Belief Defense Hostile Takeover Housing Market Imports Income Taxes Independent Directors Inspection Rights Investment Banks Investor Protection Joint Venture Kickbacks Life Insurance Limited Partnerships Liquidnet Lying Mail Fraud Mandatory Victim's Restitution Act Market Abuse Market Participants MBIA Insurance Medicare MiFID II MOFCOM Money Market Funds Monsanto Mortgage Loan Originators Motion to Compel MTFs Negligent Supervision New Regulations Non-Enforcement Non-Prosecution Agreements NY Supreme Court OTC Parent Corporation Patent Infringement Permanent Injunctions Pharmacies Plan Administrators Policy Exclusions Pre-Merger Filing Requirements Price Manipulation Private Funds Private Placements Private Right of Action Proposed Legislation Proxy Voting Guidelines Prudential Regulation Authority Public Employees Public Policy Pyramid Schemes Qualified Mortgage Rule Rajat Gupta Ratification RBS Real Estate Investments Regulation FD Relation Back Doctrine Representations and Warranties Restricted Stocks Reverse Mergers Rule 23(b)(3) Sales SEC v Payton Section 220 Request Sellers Sentencing SFO Short-Swing Trading SIPA Spoofing Standstill Agreements Startups State of Incorporation State Securities Claims Stock Sale Agreements Stock Trades Stockholders' Meetings Structured Financial Products Subject Matter Jurisdiction SunTrust Symantec The Clayton Act Third Point Trulia Trust Preferred Securities Unfair or Deceptive Trade Practices Unions Unregistered Brokers US Bank USCIS Vacated Venue Waivers Wal-Mart Walgreens Wall Street Ways and Means Committee Witness 16(b) Abuse of Discretion Accountants Accounting Controls Actual or Constructive Knowledge Adverse Employment Action Advertising Affiliates AIFM ALJ Amended Regulation American Rule Anti-Corruption Appointments Clause Arbitrage Articles of Incorporation ASIC Asset Freeze Asset-Backed Securities ATMs AU Optronics Corp Auction AXA Equitable Life Bad Actors Balance Sheets Bank Holding Company Act Bank Secrecy Act Banking Crisis Beneficial Owner Bids BlackRock Block Trades Boeing Botox British Bankers' Association British Columbia Securities Commission BRRD Bundling Rules Burden-Shifting Business Continuity Plans Business Corporation Act Business Development Business Development Companies Business Formation Business Torts CAFA Calculation of Damages CalPERS Caremark claim Cause of Action Accrual CCO Celera Cell Phones Change in Control Change of Ownership Charter Schools Circumstantial Evidence Civil Conspiracy Class Representatives Clearing Agencies CMS Commercial Leases Commerzbank Constitutional Challenges Contractors Cooperation Initiative COOs Corporate Charters Corporate Fraud Corporate Misconduct Corporate Taxes Corporations Code Counterclaims Countervailing Duties CPO Crowdfunding CTA Customer Protection Rule Customs Debt Debt Collection Debt Restructuring Debt Securities Debtors Declaratory Judgments Deepwater Horizon Defined Benefit Plans Defined Contribution Plans Demurrers Derivative Complaint Derivatives Clearing Organizations Detrimental Reliance Detroit Discounts Disqualification Distribution Rules Document Requests DOE Due Care Duke Energy Duty to Defend Economic Development Economic Downturn Edge Act EEA Electronic Trading Email EMMA Estoppel EU Market Abuse Regulation (EU MAR) European Central Bank Exceptions Exclusive Jurisdiction Exemptions Expert Reports Exports FASB FATF Federal Contractors Federal Jurisdiction Fee Disclosure FFIEC Fifth Amendment Financial Crisis Financial Services Industry Finders First Derivative Traders FMR LLC Foreign Jurisdictions Foreign Official Form 8-K Forum Selection Clause FRCP 9(b) Gaming Germany Gramm-Leach-Blilely Act Green Cards Guidance Update Guilty Pleas Hedging Herballife High-Speed Trading Home Depot Hong Kong Securities and Futures Commission (HKSFC) HUD ICAP Imputed Knowledge Incentives IndyMac Inflated Stock Purchase Price Initial Public Offerings Institutional Investors Insurance Litigation Intent Interest Rates Internal Affairs Doctrine International Finance International Harmonization Investment Investment Advisory Agreements IOSCO ISDA Issue Preclusion ITC Jury Trial Kraft Lawson Legal History Leverage Ratio London Whale Long-Term Investment Funds Managers Manufacturers Master Limited Partnerships Medicaid Medical Devices Membership Interest Memorandum of Understanding MiFIR Mining MLM Industry Mobile Apps Multi-Employer Pensions Municipal Bankruptcy Natural Gas Negotiations NERA New Legislation Non-Judicial Settlement Agreements Non-Public Information Nonbank Firms OCR Offshore Funds Online Marketplace Lending Opt-Outs Oversight Committee Partnerships Patent Litigation Patent Trolls Payday Loans Penny Stocks Petition for Writ of Certiorari Plainly Material Standard Plastic Solar Cells PLSRA Poison Pill Policies and Procedures Predominance Requirement Privacy Policy Privately Held Corporations Prohibited Transactions Proposed Amendments Proprietary Trading Protected Activity Proxies Proxy Contests Proxy Materials Proxy Season Proxy Solicitations Public Comment Public Schools Puerto Rico Pump and Dump Purchase Agreement Quid Pro Quo Ranieri Partners Real Estate Development Recess Appointments Registered Investment Advisors Regulation D Reimbursements Release Agreements Remand Removal Restitution Restrictive Covenants Restructuring Retailers Retirement Plan Providers RICO Ripeness RMB Loans Russia Scams Schedule 13D Section 10 of the Exchange Act Section 10(b)-5 Section 12 Section 162(m) Section 17(a) Section 25401 Section 304 Securities Violations SEFs Self-Interest Serious Fraud Office Settlement Offer Shareholder Approval Siemens SIFMA SIPC Solar Energy Solicitor General State Law Claims STOCK Act Stock Deals Stock Prices Stop Order Strike Suits Subcontractors Supervision Take-Private Transactions Tax Evasion Tenants Tortious Interference TPAs Trading Plans Transaction-Based Compensation Transfers Twitter UCITS Unfair Dealing Vendors Warranties Warrantless Searches Wash Trades Withdrawal Liability WTO Zero Tolerance Policies Zillow Zynga AbbVie Ability-to-Repay Abuse of Process Accounting Accounting Standards Accredited Investors Activision Activist Hedge Funds Actual Damages Actual Injuries Add-ons Administrative Procedure Act Admissions Advancement Adverse Interest Exception Advisory Contracts Advisory Opinions Africa Aftermarket Purchases Ageas Agency Deference Aggregation Rules Alberta Securities Commission Algorithms Alibaba All-Party Consent Alternative Investment Funds Ambiguous American Express Analytics Annual Reports Annuities Anti-Kickback Statute Anti-Monopoly Anti-Reliance Clauses Anti-Terrorism Financing Antitrust Conspiracies Antitrust Investigations Antitrust Provisions