Commercial Law & Contracts, Civil Procedure, Securities Law

New York State Court Dismisses RMBS Putback Action Against Nomura As Time-Barred

by Orrick - Structured Finance Group on 5/20/2013

On May 10, Justice Sherwood of the Supreme Court of the State of New York dismissed on statute of limitations grounds an RMBS putback action brought against Nomura Credit & Capital, Inc. (Nomura)....more

New York State Court Allows Trustee Lawsuit Against DB Structured Products to Proceed

by Orrick - Structured Finance Group on 5/20/2013

On May 13, Justice Kornreich of the Supreme Court of the State of New York denied DB Structured Products, Inc.’s (DBSP) motion to dismiss an RMBS putback action brought against it by the trustee for the relevant RMBS trust. ...more

Re: Sino-Forest Corporation – When is an Indemnity Claim Really Just an Equity Claim?

by Domenico Magisano, Jason Squire | Lerners LLP on 5/16/2013

When public companies are accused of accounting irregularities, class action shareholder litigation often follows. The case of Sino-Forest Corporation (“SFC”) is such an example. Weighed down by allegations of accounting...more

District Court Denies Countrywide’s Motion to Dismiss AIG Suit

by Orrick - Structured Finance Group on 5/15/2013

On May 6, Judge Mariana Pfaelzer of the United States District Court for the Central District of California allowed American International Group, Inc. (AIG) to proceed with several of its claims against Bank of America and...more

New York Appellate Court Reinstates Fraudulent Inducement Claim Against Goldman and M&T Bank

by Orrick - Structured Finance Group on 5/15/2013

On May 7, New York’s First Department appellate court reinstated CIFG Assurance North America, Inc.’s fraud claim against Goldman Sachs & Co. and M&T Bank. Last May, a New York trial court dismissed CIFG’s claim for...more

Tenth Circuit Holds Underlying Securities Claims Interrelated

by Traub Lieberman Straus & Shrewsberry LLP on 5/14/2013

In its recent decision in Brecek & Young Advisors, Inc. v. Lloyds of London Syndicate 2003, 2013 U.S. App. LEXIS 9599 (10th Cir. May 13, 2013), the United States Court of Appeals for the Tenth Circuit, applying New York law,...more

District Court Denies Banks’ Motions to Dismiss Litigation Concerning Role of MBS Trustees

by Orrick - Structured Finance Group on 5/14/2013

On May 6, Judge Katherine Forrest of the United States District Court for the Southern District of New York denied Bank of America and U.S. Bank’s motions to dismiss an action relating to their roles as trustees of Washington...more

Think the Government’s Claim Against You Is Time-Barred? Not So Fast!

by Joshua Sherman, Claude Tusk | Dechert LLP on 5/9/2013

When a company understands that the United States Government may have a claim against it, the company’s directors and officers are usually very aware of the applicable statute of limitations and the passage of time. When the...more

BLG Monthly Update for May 2013

by Neil Guthrie on 5/6/2013

Privacy, data breaches, texting, a bit of golf law and more in the BLG Monthly Update for May 2013...more

Appeals Court Dismisses Challenge To SEC Resource Extraction Rules

by Ethan Mark | Leonard, Street and Deinard - Dodd-Frank and... on 4/30/2013

In 2012 ,the SEC adopted final rules requiring public companies engaged in certain oil and gas activities to disclose payments made to domestic and foreign governments as required by the Dodd-Frank Act. The rules were...more

A Story of Stock, Security and Simplicity Sacrificed Under French Law

by Brice Mathieu, Anker Sorensen, Andrew Tetley | Reed Smith on 4/25/2013

Introduction - In matters of security over personal property, France for a long time had a complex system of general and particular regimes. It had been hoped that legislative reform in this area, brought about by a...more

Corporate and Financial Weekly Digest - April 19, 2013

by Katten Muchin Rosenman LLP on 4/22/2013

In this issue: - FINRA and ISG Extend Effective Date for Certain Electronic Blue Sheet Data Elements - NFA Amends FCM Capital Requirements for Forex Transactions with ECPs - Delaware Supreme Court Upholds...more

Eluv Holdings (BVI) Ltd., et al. v. Dotomi, LLC, C.A. No. 6894-VCP (Del. Ch. Mar. 26, 2013) (Parsons, V.C.)

by Potter Anderson & Corroon LLP on 4/8/2013

The Court of Chancery’s memorandum opinion in Eluv Holdings (BVI) Ltd. v. Dotomi, LLC awarded a defendant company summary judgment on plaintiffs’ claim for declaratory judgment regarding their purported ownership of...more

New Jersey Makes Itself Business Friendly

by Marshall McLean | McCarter & English, LLP on 4/8/2013

On April 2, 2013, Governor Chris Christie signed P.L. 2013, C.40, P.L. 2013, C.41 and P.L. 2013, C.42 into law. The three laws are intended to make New Jersey more business friendly by aligning New Jersey's corporate statutes...more

Federal Court Sides With Second DCA In Privity Split

by Keith Paul Bishop | Allen Matkins Leck Gamble Mallory & Natsis... on 4/2/2013

In Moss v. Kroner, 197 Cal. App. 4th 860 (2011), the Second District Court of Appeal found that rescission was available to a plaintiff under Corporations Code Section 25504 even though the plaintiff was not in privity with...more

Court Rules FERC Does Not Have Authority to Fine Trader for Manipulation of Futures Contracts

by Kenneth M. Rosenzweig, Tanja Samardzija | Katten Muchin Rosenman LLP on 3/26/2013

Pursuant to the Energy Policy Act of 2005, the Federal Energy Regulatory Commission (FERC) fined a natural gas trader $30 million for manipulating the settlement price for natural gas futures contracts on the New York...more

D.C. Circuit Rules That CFTC – Not FERC – Has Authority To Regulate Futures Trades

by Pamela Anderson, Glenn Benson, Nidhi Thakar | Perkins Coie on 3/20/2013

On March 15, 2013, the U.S. Court of Appeals for the District of Columbia Circuit held that the Commodity Futures Trading Commission (CFTC) has exclusive jurisdiction over natural gas futures contracts and that the Federal...more

FERC Lacks Authority Over Commodity Futures Contracts

by George Billinson, Mark Haskell, Brett Snyder, Pamela C. Tsang | Morgan Lewis on 3/20/2013

The D.C. Circuit clarifies that FERC may prohibit manipulative trading only in markets outside of the CFTC's exclusive jurisdiction over commodity futures contracts. On March 15, the U.S. Court of Appeals for the...more

FERC Lacks Authority To Regulate Natural Gas Futures Contracts, D.C. Circuit Rules

by Jack N. Semrani, Dena E. Wiggins | Ballard Spahr LLP on 3/18/2013

The U.S. Court of Appeals for the D.C. Circuit decided today that the Commodity Futures Trading Commission (CFTC) has exclusive jurisdiction over all transactions involving commodity futures contracts and that the Federal...more

Courts Diverge on the Reach of Personal Jurisdiction in FCPA Cases Against Foreign Defendants

by King & Spalding on 3/13/2013

Last month, two federal judges in the Southern District of New York reached differing conclusions about the minimum contacts required for U.S. courts to exercise personal jurisdiction over foreign defendants in civil...more

Controversial FINRA Decision Invalidates Rules Against Class Action Waiver in Arbitration Agreements

by Kristen Wenger | Fowler White Boggs P.A. on 3/12/2013

A hearing panel of the Financial Industry Regulatory Authority (“FINRA”) recently issued a decision that has been lauded and decried as the death knell for class actions by securities investors. In 2011, Charles Schwab & Co....more

Corporate and Financial Weekly Digest - March 8, 2013

by Katten Muchin Rosenman LLP on 3/11/2013

In this issue: - SEC Seeks Information to Assess Standards of Conduct and Other Obligations of Broker-Dealers and Investment Advisers - Frequently Asked Questions About Legal Entity Identifiers - CFTC...more

Citing Concepcion, FINRA Panel OKs Class Action Waivers in Broker-Dealer Customer Arbitration Agreements

by Jessica R. Bogo, Sarah A. Good | Pillsbury Winthrop Shaw Pittman LLP on 2/28/2013

A Financial Industry Regulatory Authority (“FINRA”) hearing panel held that FINRA’s own rules prohibiting judicial class action waivers in broker-dealer customer arbitration agreements are preempted by the Federal Arbitration...more

Two Recent Decisions Provide Rare Guidance on the FCPA’s Reach Over Foreign Nationals

by Ropes & Gray LLP on 2/27/2013

Two recent district court decisions have shed light on the reach and scope of the U.S. Foreign Corrupt Practices Act (FCPA) over foreign nationals: SEC v. Straub and SEC v. Sharef. For companies and individuals operating...more

SDNY Finds Lack of Personal Jurisdiction in Foreign Corrupt Practices Act Claim

by Joseph E. Gallo, Emily Stern | Katten Muchin Rosenman LLP on 2/26/2013

The US District Court for the Southern District of New York recently addressed whether the Foreign Corrupt Practices Act (FCPA) could reach a foreign executive of a non-US company. In contrast to the Straub case (see “SDNY...more

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Commercial Law & Contracts › Civil Procedure › Securities Law