Securities Business Torts

SEC Fraud Securities Fraud Fiduciary Duty Enforcement Actions SCOTUS Class Action Insider Trading RMBS Breach of Duty Shareholders Shareholder Litigation Securities Litigation Settlement Board of Directors Compliance Investment Adviser Fraud-on-the-Market Securities Exchange Act Enforcement ERISA Class Certification Securities Act of 1933 Securities Halliburton Derivative Suit Misrepresentation Halliburton v Erica P. John Fund CFTC Corporate Counsel Dodd-Frank Statute of Limitations Mergers Disclosure Requirements Motion to Dismiss Rule 10b-5 Appeals FINRA Basic v Levinson Dismissals Hedge Funds Investors Banks Broker-Dealer DOJ Popular Whistleblowers ESOP EU Material Misstatements Pleading Standards FIfth Third Bancorp v Dudenhoeffer Conflicts of Interest Omnicare Section 11 Business Judgment Rule Ponzi Scheme Omnicare v Laborers District Council Controlling Stockholders Disgorgement Scienter Stocks Corporate Officers Canada Directors JPMorgan Chase Rating Agencies Stock Drop Litigation Registration Statement False Statements Mortgage-Backed Securities Penalties Criminal Prosecution Pleadings Acquisitions Civil Monetary Penalty Executive Compensation FCPA Mortgages Citigroup DE Supreme Court Goldman Sachs Presumption of Reliance Retirement Plan SLUSA US Bancorp Bank of America Investment Funds FHFA Personal Liability Corporate Governance FDIC Sarbanes-Oxley Standing Swaps White Collar Crimes Deutsche Bank Illegal Tipping Investment Advisers Act of 1940 Mutual Funds Publicly-Traded Companies UK Chief Compliance Officers Sanctions 401k Breach of Contract Delaware General Corporation Law Misappropriation Personal Benefit Professional Liability Aiding and Abetting Amgen Inc. v Connecticut Retirement Plans Employee Benefits Material Nonpublic Information Morgan Stanley Pharmaceutical Industry Section 10(b) Standard of Review US v Newman Misleading Statements UBS D&O Insurance Duty of Loyalty Jurisdiction Mary Jo White Municipal Bonds Books & Records Demand Futility Derivatives Duty of Prudence Financial Conduct Authority (FCA) High Frequency Trading Market Manipulation Minority Shareholders Proxy Statements Shareholder Rights Bylaws Disclosure European Securities and Markets Authority (ESMA) Loss Causation Municipalities Statement of Opinion Burden of Proof Collateralized Debt Obligations Federal Reserve Insurance Industry PSLRA Audits Excessive Fees Private Equity C-Suite Executives Cybersecurity DOL Fines Freddie Mac Hong Kong Neither Admit Nor Deny Settlements Omissions Pensions Portfolio Managers Registration Say-on-Pay Trustees Bad Faith Brokers Due Diligence Extraterritoriality Rules Fannie Mae FERC Financial Adviser Fund Managers Investment Company Act of 1940 Negligent Misrepresentation Reporting Requirements Summary Judgment Auditors Damages Evidence Exculpatory Clauses Fifth Third Mortgage Company Financial Services Authority Gabelli v SEC Going-Private Transactions Investigations Judge Rakoff NCUA OCC Oil & Gas Whistleblower Awards Bernie Madoff Discovery Rule Investment Management Statute of Repose Underwriting Amgen Asset Management China Duty of Care FIRREA Forum Selection Internal Controls IPO Repurchases Risk Management Attorney's Fees Cease and Desist CEOs Chadbourne & Parke LLP v Troice Confidential Information Foreign Banks Merrill Lynch Short Sales Tender Offers Unjust Enrichment Whistleblower Protection Policies Administrative Hearings Bribery Common Stock Countrywide Cross-Border Custody Rule Defense Strategies Disclosure-Based Settlements Discovery Entire Fairness Standard European Commission Fairness Standard Fees Injunctions Litigation Strategies Materiality Merger Agreements Municipal Securities Issuers OCIE PCAOB Preemption Private Equity Funds Public Offerings Reversal S&P SEC v Citigroup Shareholder Votes Anti-Money Laundering Appraisal Banking Sector Barclays Benefit Plan Sponsors Covenant of Good Faith and Fair Dealing False Claims Act (FCA) Federal Rules of Civil Procedure Fee-Shifting Independent Boards IRS Japan Kokesh v SEC Limited Liability Company (LLC) No-Action Letters Preferred Shares Retaliation Secondary Markets Tolling Trusts Wells Fargo 10b5-1 Plans Attorney-Client Privilege Australia Bear Sterns Best Interest Contract Exemptions CFPB FDA Financial Institutions Financial Reporting Financial Statements Foreign Exchanges FTC Good Faith Insolvency Internal Investigations Libor Material Misrepresentation Moody's Morrison v National Australia Bank Multidistrict Litigation Nasdaq Negligence Pay-To-Play Policy Violations Private Securities Litigation Reform Act of 1995 Putative Class Actions Rebuttable Presumptions Section 36(b) Self-Dealing Swap Dealers Virtual Currency Volcker Rule Young Lawyers Appraisal Rights Arbitration Bonds Commercial Bankruptcy Dark Pool Data Breach Deferred Prosecution Agreements Dell Duty to Disclose Employer Liability Issues ETFs Failure To Disclose FBI GAAP Hiring & Firing Indemnification Investment Fraud IRA JOBS Act Jury Verdicts Justifiable Reliance Loans Municipal Advisers NFA No-Action Relief Ontario Securities Commission (OSC) Recordkeeping Requirements Shareholder Activism Tippees Valuation Accounting Fraud Administrative Proceedings Anti-Retaliation Provisions Asset Valuations Attorney Generals Bank of New York (BNY) Mellon Bitcoin Buyouts Capital Markets Cease and Desist Orders Claim Preclusion Closely Held Businesses Commodities Confidential Witnesses Corporate Executives Corruption Credit Default Swaps EB-5 Energy Sector Ethics Fiduciary Rule Final Rules FinCEN Foreign Corporations Fraudulent Inducement Healthcare Initial Public Offerings Joint and Several Liability Lawson v FMR Material Disclosures MFW MSRB Ontario Securities Act Petition For Rehearing Prejudgment Interest Preliminary Injunctions Real Estate Market Regulation M Risk Assessment Rule 23 Securities Violations Strict Liability U.S. Treasury Admissions of Liability AIFMD Blue Sky Laws BP Buy-Out Agreements Causation Certiorari Clawbacks Collateral Estoppel Conspiracies Corporate Liability Creditors Cross-Border Transactions Data Protection Dole Food EMIR Employee Stock Purchase Plans European Banking Authority Fair Market Value Family Businesses Federal Pleading Requirements Federal Rule 12(b)(6) Fitch Foreign Investment Forfeiture FSMA Gartenberg Factors General Solicitation Independent Director Interlocutory Appeals Internal Revenue Code (IRC) International Litigation Investment Companies Janus Capital Group Lehman Brothers Mark Cuban Mismanagement Moench Presumption Money Laundering Mootness Municipal Securities Market NYSE Offerings Pension Funds Personal Jurisdiction Price-Fixing Prospectus Reasonableness Factors Remedies Retirement Revlon Standard Royal Bank of Scotland Rule 10(b) Rule 11 SAC Capital Security-Based Swaps Sellers Social Media Split of Authority Stock Options Subpoenas Supplemental Disclosures Supreme Court of Canada Trade Market Abuse Transparency Trulia Venture Capital Wire Fraud Acquisition Agreements Affirmative Defenses American Pipe & Construction Co. v. Utah Antitrust Litigation Apple Bank Fraud Biotechnology Breach of Warranty Caremark claim CFOs Charles Schwab Chevron Deference City of Pontiac Commercial Court Commodity Pool Compensation Committee Complex Litigation Consent Decrees Corporate Misconduct Corporate Sales Transactions Credit Unions Cyber Attacks Dilution Dismissal With Prejudice EBA Equity Compensation Exchange-Traded Products Expert Witness Facebook Failure To State A Claim FCMs Financial Crimes Financial Markets Financial Sector Foreign Issuers Forum Shopping Fraudulent Concealment Futures Hart-Scott-Rodino Act Hewlett-Packard Home Depot HSBC Incentive Compensation Independent Directors Investor Protection ISS Leveraged Buyout Life Sciences Limitation Periods Major Swap Participants Market Abuse MCDC Misallocation of Funds Negligent Supervision Nvidia Oppression Remedy Patents PLSRA Prescription Drugs Private Placements Private Right of Action Proposed Legislation Prudential Public Disclosure Public Officials Raj Rajaratnam Reasonable Reliance Claims Receivership Regulation S-K REIT Rescission Revlon Rule 506 Offerings Safe Harbors Securities Act Sothebys Special Committees Statement of Facts Strategic Enforcement Plan Stress Tests Subject Matter Jurisdiction Subprime Mortgages Subsidiaries Target Company Twombly/Iqbal Pleading Standard Venue Visas AIG Algorithmic Trading Allstate Alternative Trading Systems Amgen v Harris Annual Meeting Anti-Dumping Duty Article III Bank of England Bank Secrecy Act Basel Committee Beneficial Owner Burger King Buyers Capital Requirements Citibank CMBS Code of Conduct Collateralized Loan Obligations Commodities Exchange Act Conflict Mineral Rules Contract Disputes Corporate Dissolution Corporate Taxes Corporate Veil Credit Ratings Credit Suisse Criminal Sanctions Debtors Default Disclosure Settlement eBay EMMA Enforcement Statistics Equitable Tolling Exclusive Jurisdiction Expert Testimony Fair Housing Act (FHA) False Advertising Falsified Documents FATCA Federal Sentencing Guidelines Federal Tort Claims Act (FTCA) Fifth Amendment Financial Regulatory Reform Financial Services Industry Foreign Nationals Form 10-K Form 8-K Forum Forum Non Conveniens Fraudulent Transfers FRCP 9(b) Freeze-Out Mergers Frivolous Lawsuits Government Investigations Gross Negligence Guilty Pleas Heinz Honest Belief Defense Housing Market Imports Income Taxes Investment Banks Joint Venture Kickbacks Limited Partnerships Liquidation Liquidnet Lying Mail Fraud Majority Shareholders Mandatory Victim's Restitution Act Market Participants Martoma Medicare MiFID II MOFCOM Money Market Funds Mortgage Loan Originators Motion to Compel MTFs Non-Enforcement Non-Prosecution Agreements NY Supreme Court Operating Agreements OTC Parent Corporation Patent Infringement Permanent Injunctions Petition for Writ of Certiorari Pharmacies Plan Administrators Policy Exclusions Pre-Merger Filing Requirements Price Manipulation Private Funds Proposed Amendments Proposed Regulation Proxy Solicitations Proxy Voting Guidelines Prudential Regulation Authority Public Comment Public Employees Public Policy Punitive Damages Purchase Agreement Pyramid Schemes Qualified Mortgage Rule Rajat Gupta Real Estate Investments Registered Investment Advisors Regulation D Regulation FD Relation Back Doctrine Remand Removal Reverse Mergers Rule 23(b)(3) Russia Sale of Assets Sales Schedule 13D SEC v Payton Section 10(b)-5 Section 220 Request Sentencing Serious Fraud Office SFO Shareholder Approval Shareholder Demands Shareholder Oppression Shareholders' Agreements Short-Swing Trading SIFMA SIPA Spoofing State Law Claims State of Incorporation State Securities Claims STOCK Act Stock Purchase Agreement Stock Trades Stock-for-Stock Merger Structured Financial Products Symantec The Clayton Act Third Point Too Big to Fail Tortious Interference Trump Administration Trust Preferred Securities Unfair or Deceptive Trade Practices Unions Unregistered Brokers US Bank USCIS Vacated Verizon Wal-Mart Walgreens Wall Street Ways and Means Committee Witness Wrongful Termination 16(b) Abuse of Discretion Accountants Accounting Controls Actual Injuries Actual or Constructive Knowledge Administrative Procedure Act Adverse Employment Action Advertising Affiliates AIFM ALJ Allergan Inc Amended Complaints Amended Regulation American Rule Anti-Corruption Appointments Clause Arbitrage Arbitration Agreements Arbitration Awards ASIC Asset Freeze Asset-Backed Securities Assured Guaranty Corp. ATMs AU Optronics Corp Auction AXA Equitable Life Bad Actors Balance Sheets Bank Holding Company 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 Litigation Business Torts CAFA CalPERS Cause of Action Accrual CCO Celera Cell Phones Change of Ownership Charter Schools Circumstantial Evidence Class Representatives Clearing Agencies Clinical Trials CMS Collateral Comcast Comcast v. Behrend Commercial Leases Commerzbank Confidentiality Agreements Constitutional Challenges Contract Drafting Contract Interpretation Contract Terms Contractors Cooperation Initiative COOs Corporate Charters Corporate Fraud Corporations Code Countervailing Duties CPO Crowdfunding CTA Customer Protection Rule Customs Debt Debt Collection Debt Restructuring Declaratory Judgments Declaratory Relief Deepwater Horizon Default Judgment Defined Contribution Plans Demurrers Derivative Complaint Derivatives Clearing Organizations Detrimental Reliance Detroit Discounts Disqualification Distribution Rules DOE Due Care Due Process Duke Energy DuPont Duty to Defend Earn-Outs Economic Development Economic Downturn Edge Act EEA Electronic Trading Email Energy Market EU Market Abuse Regulation (EU MAR) European Central Bank Exceptions Exemptions Expert Reports Exports Fair Value Standard FASB FATF Federal Contractors Federal Jurisdiction Federal v State Law Application Fee Disclosure FFIEC Fiduciary Liability Financial Crisis Finders First Derivative Traders FMR LLC Food Manufacturers Foreign Jurisdictions Foreign Official Gaming Germany Gramm-Leach-Blilely Act Green Cards Guidance Update Hedging Herballife High-Speed Trading Hong Kong Securities and Futures Commission (HKSFC) Hostile Takeover HUD Imputed Knowledge Incentives IndyMac Inflated Stock Purchase Price Institutional Investors Insurance Litigation Intent Interest Rate Swaps Interest Rates Internal Affairs Doctrine Internal Reporting International Finance International Harmonization Investment Investment Advisory Agreements IOSCO ISDA ISDA Master Agreement Issue Preclusion ITC Judicial Dissolution Jury Trial Kraft Lawson Legal History Lenders Leverage Ratio Life Insurance Listing Standards London Whale Long-Term Investment Funds Managers Manufacturers Master Limited Partnerships MBIA Insurance Medicaid Medical Devices Membership Interest Memorandum of Understanding MiFIR Mining MLM Industry Mobile Apps Monsanto Motion to Amend Municipal Bankruptcy Natural Gas Negotiations NERA New Legislation New Regulations Non-Judicial Settlement Agreements Non-Public Information OCR Online Marketplace Lending Opt-Outs Oversight Committee Partnerships Patent Litigation Patent Trolls Payday Loans Penny Stocks Plainly Material Standard Plastic Solar Cells Poison Pill Policies and Procedures Predominance Requirement Privacy Policy Privately Held Corporations Prohibited Transactions Protected Activity Proxies Proxy Contests Proxy Materials Proxy Season Public Schools Puerto Rico Pump and Dump Quid Pro Quo Ranieri Partners Ratification RBS Recess Appointments Reimbursements Release Agreements Representations and Warranties Restricted Stocks Restrictive Covenants Retailers Retirement Plan Providers RICO RMB Loans Rule 15c2-12 Scams Section 10 of the Exchange Act Section 12 Section 17(a) Section 25401 Section 304 Securitization SEFs Self-Interest Settlement Offer Severance Pay Siemens SIPC Solar Energy Solicitor General Standstill Agreements Startups Stays Stock Deals Stock Repurchases Stock Sale Agreements Stop Order Strike Suits Subcontractors SunTrust Supervision Swap Agreements Take-Private Transactions Tax Evasion Tenants TPAs Trading Plans Transaction-Based Compensation Transfer of Assets Transfers Twitter UCITS Unfair Dealing Vendors Vicarious Liability Waivers Warranties Warrantless Searches Wash Trades Waste WTO Wyndham Yahoo! Zero Tolerance Policies Zillow 1099-DIV 1099s Ability-to-Repay Abuse of Process Accounting Accounting Standards Accredited Investors Acquisition Finance Activision Activist Hedge Funds Activist Investors Actual Damages Add-ons Admissible Evidence Admissions Advancement Adverse Interest Exception Advisory Contracts