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In May 2011, I wrote about U.S. District Court Judge Susan Illston’s decision allowing a purchaser of auction rate securities to pursue claims under the California Corporations Code against Deutsche Bank Securities Inc. ...more
NASAA isn’t in the business of firing off rockets but it did launch a missile yesterday targeted directly at the JOBS Act. In this press release, NASAA’s president, Jack E. Herstein, is quoted as saying:
"The JOBS bill...more
Last week, New York Times columnist Gail Collins wrote this Op-Ed piece criticizing the Jumpstart Our Business Startups (aka JOBS) Act (H.R. 3606). Dave Lynn provided a good summary of the bill in this posting on...more
Earlier, I wrote this post about the exemption from registration found in Section 3(a)(2) of the Securities Act for “any security issued or guaranteed by any bank”. For purposes of this statute, a “bank” generally means “any...more
Although Rule 14a-8 is a federal rule, its application often turns on state corporate law. In most cases, the state law in question is the Delaware General Corporation Law because companies subject to the SEC’s proxy rules...more
Delaware lawyers undoubtedly regard the Delaware Supreme Court’s decision in VantagePoint v. Examen, Inc., 871 A. 2d 1108 (Del. 2005) as the last word on the internal affairs doctrine. In that case, the Delaware Supreme...more
This is the transcript of oral argument heard by the Supreme Court in Morrison v. National Bank of Australia on March 29, 2010. The case centers on so called “F-Cubed” securities class actions.
The issue to be determined...more
Allen Stanford's Ponzi scheme is a stark reminder of our collective inability to discern wisdom from crowd behavior, especially in financial decisions....more
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