Securities Business Torts

SEC Fraud Fiduciary Duty Securities Fraud Class Action Enforcement Actions SCOTUS Insider Trading Breach of Duty RMBS Shareholders Shareholder Litigation Board of Directors Settlement Compliance Securities Litigation Investment Adviser Fraud-on-the-Market Enforcement Securities Exchange Act Class Certification Securities Derivative Suit Securities Act of 1933 ERISA Halliburton Halliburton v Erica P. John Fund CFTC Misrepresentation Mergers Dodd-Frank Disclosure Requirements Corporate Counsel Motion to Dismiss Statute of Limitations Rule 10b-5 Banks Basic v Levinson Business Judgment Rule FINRA Investors Controlling Stockholders Hedge Funds EU Ponzi Scheme Appeals DOJ Broker-Dealer Dismissals ESOP Whistleblowers FIfth Third Bancorp v Dudenhoeffer Pleading Standards Stocks Material Misstatements Omnicare v Laborers District Council Conflicts of Interest Omnicare Popular Section 11 JPMorgan Chase Directors Mortgage-Backed Securities Corporate Officers Rating Agencies Scienter Bank of America Canada Mortgages Registration Statement Pleadings False Statements Stock Drop Litigation Citigroup Disgorgement Executive Compensation Goldman Sachs Criminal Prosecution FCPA Presumption of Reliance Aiding and Abetting DE Supreme Court FDIC FHFA Swaps US Bancorp Acquisitions Civil Monetary Penalty Corporate Governance Investment Funds Penalties SLUSA Standing UK Deutsche Bank Personal Liability Retirement Plan Delaware General Corporation Law Illegal Tipping Investment Advisers Act of 1940 Chief Compliance Officers Morgan Stanley Professional Liability White Collar Crimes Employee Benefits Personal Benefit Pharmaceutical Industry Sanctions Sarbanes-Oxley Amgen Inc. v Connecticut Retirement Plans Bylaws D&O Insurance Duty of Loyalty Misappropriation Mutual Funds Proxy Statements Standard of Review UBS US v Newman 401k Demand Futility Material Nonpublic Information Misleading Statements Books & Records Breach of Contract Libor Mary Jo White Minority Shareholders Publicly-Traded Companies European Securities and Markets Authority (ESMA) Federal Reserve Financial Conduct Authority (FCA) High Frequency Trading Jurisdiction Market Manipulation Municipal Bonds Section 10(b) Bernie Madoff Disclosure Shareholder Rights Audits Duty of Prudence Fannie Mae Financial Adviser Insurance Industry Loss Causation Private Equity Statement of Opinion Summary Judgment Derivatives Freddie Mac Municipalities Registration Say-on-Pay Trustees Burden of Proof C-Suite Executives DOL Hong Kong Neither Admit Nor Deny Settlements Pensions Portfolio Managers PSLRA Bad Faith Brokers Collateralized Debt Obligations Countrywide Due Diligence Fairness Standard Fines Going-Private Transactions Investigations NCUA Negligent Misrepresentation Oil & Gas Reporting Requirements Whistleblower Awards Cybersecurity Extraterritoriality Rules FERC Fifth Third Mortgage Company Financial Services Authority Foreign Banks Fund Managers Gabelli v SEC Investment Company Act of 1940 IPO Judge Rakoff OCC Omissions Attorney's Fees Auditors Barclays CEOs Discovery Rule Evidence Exculpatory Clauses Underwriting Amgen Asset Management China Damages Duty of Care Entire Fairness Standard FIRREA Forum Selection Investment Management Preferred Shares Repurchases Shareholder Votes Tender Offers Unjust Enrichment Bribery Chadbourne & Parke LLP v Troice Discovery Excessive Fees Financial Statements Injunctions Merger Agreements Merrill Lynch Risk Management Short Sales Statute of Repose Wells Fargo Whistleblower Protection Policies Administrative Hearings Cease and Desist Common Stock Cross-Border Custody Rule Defense Strategies European Commission Federal Rules of Civil Procedure Fee-Shifting Fees Foreign Exchanges Internal Controls Litigation Strategies OCIE PCAOB Preemption Private Equity Funds Public Offerings Reversal S&P SEC v Citigroup Volcker Rule 10b5-1 Plans Attorney-Client Privilege Confidential Information Fraudulent Inducement Good Faith Independent Boards Internal Investigations Japan Municipal Securities Issuers No-Action Letters Rebuttable Presumptions Secondary Markets Self-Dealing Tolling Trusts Anti-Money Laundering Appraisal Australia Banking Sector Bear Sterns Best Interest Contract Exemptions CFPB Covenant of Good Faith and Fair Dealing Dilution Disclosure-Based Settlements Employer Liability Issues FDA Financial Institutions FTC Independent Director IRS Materiality Moody's Multidistrict Litigation Nasdaq Negligence Pay-To-Play Policy Violations Private Securities Litigation Reform Act of 1995 Revlon Standard Shareholder Activism Swap Dealers Virtual Currency Appraisal Rights Attorney Generals Benefit Plan Sponsors Bitcoin Dark Pool Deferred Prosecution Agreements Duty to Disclose ETFs False Claims Act (FCA) FBI Federal Rule 12(b)(6) Financial Reporting GAAP Indemnification Insolvency IRA JOBS Act Jury Verdicts Justifiable Reliance Material Disclosures Morrison v National Australia Bank Municipal Advisers NFA No-Action Relief Ontario Securities Commission (OSC) Personal Jurisdiction Putative Class Actions Recordkeeping Requirements Retaliation Tippees Valuation Venture Capital Young Lawyers Accounting Fraud Arbitration Asset Valuations Bank of New York (BNY) Mellon Capital Markets Causation Claim Preclusion Clawbacks Commercial Bankruptcy Commodities Confidential Witnesses Conspiracies Corporate Executives Corruption Fiduciary Rule Final Rules FinCEN Foreign Corporations Healthcare Interlocutory Appeals Investment Fraud Joint and Several Liability Lawson v FMR Limited Liability Company (LLC) Loans MFW Ontario Securities Act Pension Funds Petition For Rehearing Prejudgment Interest Preliminary Injunctions Regulation M Risk Assessment Rule 23 Stock Options Stock Purchase Agreement Strict Liability U.S. Treasury Administrative Proceedings Admissions of Liability AIFMD Anti-Retaliation Provisions Blue Sky Laws Bonds BP Buyouts Cease and Desist Orders Certiorari Closely Held Businesses Compensation Committee Corporate Sales Transactions Creditors Cross-Border Transactions Data Breach Data Protection Dell Dole Food EB-5 EMIR Energy Ethics European Banking Authority Facebook Failure To State A Claim Fitch Foreign Investment General Solicitation Hewlett-Packard Hiring & Firing HSBC International Litigation Investment Companies Janus Capital Group Lehman Brothers Leveraged Buyout Mark Cuban Material Misrepresentation Moench Presumption Money Laundering Mootness MSRB NYSE Offerings Patents Real Estate Market Reasonableness Factors Remedies Retirement 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 Trulia 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 Charles Schwab Chevron Deference City of Pontiac Collateral Estoppel Commodity Pool Complex Litigation Consent Decrees Contract Interpretation Corporate Liability Credit Default Swaps Credit Ratings Credit Suisse Credit Unions Cyber Attacks EBA Employee Stock Purchase Plans Equitable Tolling Exchange-Traded Products Expert Witness Failure To Disclose Fair Market Value Family Businesses FCMs Financial Crimes Financial Markets Financial Sector Forfeiture Forum Shopping Fraudulent Concealment FSMA Hart-Scott-Rodino Act Incentive Compensation Independent Directors Internal Revenue Code (IRC) ISS Life Sciences Limitation Periods Liquidation Major Swap Participants 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 Rescission 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 Wal-Mart Waste AIG Algorithmic Trading Allergan Inc Allstate Alternative Trading Systems Amended Complaints Amgen v Harris Anti-Dumping Duty Assured Guaranty Corp. Bank of England Basel Committee Beneficial Owner Burger King Business Litigation Capital Requirements Citibank CMBS Code of Conduct Collateralized Loan Obligations Commodities Exchange Act Conflict Mineral Rules Contract Disputes Contract Drafting Corporate Veil Criminal Sanctions 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 Regulatory Reform Foreign Issuers Foreign Nationals Form 10-K Forum Forum Non Conveniens Fraudulent Transfers Freeze-Out Mergers Frivolous Lawsuits Futures Gartenberg Factors Government Investigations Heinz Home Depot Honest Belief Defense Hostile Takeover Housing Market Imports Income Taxes 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 Martoma 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 Solicitations 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 Removal 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 Act Stock Sale Agreements Stock Trades Stockholders' Meetings Structured Financial Products Subject Matter Jurisdiction SunTrust Symantec The Clayton Act Third Point Trust Preferred Securities Unfair or Deceptive Trade Practices Unions Unregistered Brokers US Bank USCIS Vacated Venue Waivers Walgreens Wall Street Ways and Means Committee Witness 16(b) Abuse of Discretion Accountants Accounting Controls Actual Injuries Actual or Constructive Knowledge Adverse Employment Action Advertising Affiliates AIFM ALJ Amended Regulation American Rule Anti-Corruption Appointments Clause Arbitrage Arbitration Agreements Article III 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 Best Interest Standard 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 of Ownership Charter Schools Circumstantial Evidence Civil Conspiracy Class Representatives Clearing Agencies Clinical Trials CMS Comcast Comcast v. Behrend Commercial Court 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 Declaratory Relief Deepwater Horizon 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 Gross Negligence Guidance Update Guilty Pleas Hedging Herballife High-Speed Trading 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 Municipal Bankruptcy Natural Gas Negotiations NERA New Legislation Non-Judicial Settlement Agreements Non-Public Information Nonbank Firms OCR Offshore Funds Online Marketplace Lending Operating Agreements Opt-Outs Oversight Committee 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 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 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 Severance Pay Shareholder Approval Siemens SIFMA SIPC Solar Energy Solicitor General State Law Claims Stock Deals Stock Prices Stop Order Strike Suits Subcontractors Supervision Swap Agreements Take-Private Transactions Tax Evasion Tenants Tortious Interference TPAs Trading Plans Transaction-Based Compensation Transfers Twitter UCITS Unfair Dealing Vendors Verizon Warranties Warrantless Searches Wash Trades Wrongful Termination WTO Wyndham Yahoo! Zero Tolerance Policies Zillow Zynga AbbVie Ability-to-Repay Abuse of Process Accounting Accounting Standards Accredited Investors Activision Activist Hedge Funds Actual Damages Add-ons Administrative Procedure Act Admissible Evidence 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