Finance & Banking Business Organization Business Torts

Read Finance & Banking Law updates, alerts, news, and legal analysis from leading lawyers and law firms:
News & Analysis as of

Tronox Inc. v. Anadarko Petroleum Corp. (In re Tronox Inc.) – Bankruptcy Court Takes Unusual Steps to Declare Corporate...

Companies that have valuable assets but also face significant liabilities will sometimes engage in restructurings to isolate, or “ring-fence,” the good assets from the liabilities. Often the companies are able to accomplish...more

Fair Valuation and Mutual Fund Directors: History of Enforcement Actions Against Independent Directors

At the ICI 2014 Mutual Funds and Investment Management Conference, the staff of the Division of Investment Management announced that it would not propose comprehensive guidance on valuation of investment company portfolios...more

Does the Business Judgment Rule Protect Bank Officers and Directors?

When a corporation suffers significant losses, or ultimately fails, frustrated shareholders, creditors, or others often try to sue the corporation and/or its officers and directors for losses caused by mismanagement of the...more

Delaware Case Continues High Scrutiny of Investment Bankers in Mergers and Acquisitions

In a decision on March 7, 2014, the Delaware Court of Chancery found RBC Capital Markets, LLC liable for aiding and abetting breaches of fiduciary duty by the Board of Directors of Rural/Metro Corporation in connection with...more

Corporate and Financial Weekly Digest - Volume IX, Issue 4

In this issue: - ISS Updating QuickScore Methodology and Opening Data Validation Period - First MAT Determinations Are Deemed Certified - CFTC Interdivisional Working Group to Review Swap...more

Corporate and Financial Weekly Digest - Volume IX, Issue 3

In this issue: - CFTC Issues No-Action Relief to FCMs Relating to Enhanced Customer Protection Rules - Eleventh Circuit Upholds Directors’ Affirmative Defenses Based on FDIC’s Post-Receivership Conduct -...more

Eleventh Circuit Certifies Questions On Georgia Business Judgment Rule In Bank Officer Case, Declines To Apply “No Duty” Rule To...

On December 23, the U.S. Court of Appeals for the 11th Circuit certified questions to the Georgia Supreme Court regarding whether bank directors and officers can be subject to claims for ordinary negligence under the state...more

A Compilation of Enforcement and Non-Enforcement Actions - December 31, 2013

Investment Advisers — Are Your “IA Reps” Registered as Required? Why You Should Care - As we approach the end of the calendar year, it is a good time for investment advisers to check if all of its personnel who are...more

Can Your Director Bank On The Business Judgment Rule?

Ever had one of those days where you think you’re acting with good faith, diligence, and care, and yet you still get sued by the FDIC? The directors and officers of the now defunct Buckhead Community Bank in Georgia find...more

Governor Yellen Addresses Bank Director Removal Over Foreclosure Practices; Lawmakers Press Regulators On Independent Foreclosure...

On November 18, Federal Reserve Chair nominee Janet Yellen responded to a recent inquiry by Senator Elizabeth Warren (D-MA) seeking more details about the Federal Reserve Board’s process for determining whether bank officers...more

AM General Holdings LLC v. The Renco Grp, Inc., C.A. No 7639-VCN (Oct. 31, 2013) (Parsons, V.C.)

In this Memorandum Opinion, the Court of Chancery (i) denied plaintiff’s motion for partial summary judgment on its claim that defendants breached a “prohibited investments” clause of an LLC agreement and (ii) granted, in...more

Federal Court Allows FDIC D&O Suit Involving Business Judgment Rule To Proceed

On November 14, the U.S. District Court for the Southern District of West Virginia denied motions to dismiss filed by former officers and directors of a failed federal thrift who allegedly contributed to the bank’s collapse...more

"Inside the Courts: Supreme Court to Hear Class Action Certification Appeal in Halliburton"

Today, in a case that could have significant implications for putative federal securities class actions, the Supreme Court granted certiorari in Halliburton Co. v. Erica P. John Fund, Inc., No. 13-317. In its petition for...more

Why Can’t Government Play By The Same Rules As Hoi Polloi?

The State of California doesn’t like persons who commit securities fraud. Persons who mislead others by means of a written or oral misstatement of a material fact or omission of a material fact can be held liable for...more

Corporate and Financial Weekly Digest - October 18, 2013

In this issue: - Voluntary Withdrawal of Appeal in Delaware Exclusive Forum Bylaw Case - SEC Chair Speaks on Public Company Disclosure - Identity of Heinz Traders Uncovered in $4.8 Million Insider Trading...more

Court of Federal Claims Rules Adviser Fraud Does Not Extend Three-Year Statute of Limitations Period

The U.S. Court of Federal Claims recently held that third-party fraud committed on a partnership’s tax return did not extend the three-year statute of limitations period for assessment of income taxes, a decision that...more

Limited Defenses Available Against FDIC As Receiver

As of August 2013, since the fallout from the recent financial crisis, the FDIC as receiver for failed banks has brought suit against former directors and officers of 76 failed institutions. These lawsuits are based on...more

DiRienzo v. Lichtenstein, et al., C.A. No. 7094-VCP (Del. Ch. Sept. 30, 2013) (Parsons, V.C.)

In this lengthy memorandum opinion, the Court of Chancery dismissed claims relating to a series of complex transactions in which a hedge fund, previously organized as a private limited partnership, was converted by its...more

Grove v. Brown, C.A. No. 6793-VCG (Del. Ch. Aug. 8, 2013) (Glasscock, V.C.)

In this memorandum opinion, the Court of Chancery, relying on the unambiguous terms of a limited liability company operating agreement, found that a member’s failure to make an initial capital contribution to a limited...more

Directors Designated By Venture Capitalists And Other Preferred Stockholders Need To Be Mindful Of Inherent Conflicts: In re...

A recent post-trial decision by Vice Chancellor J. Travis Laster of the Delaware Court of Chancery puts directors serving as designees of preferred investors on notice that they must attempt to maximize value for common...more

No Bar is Off-Limits: SEC Enforces 2004 Order Barring Accountant

In a rare and aggressive move, the Securities and Exchanges Commission (SEC or Commission) recently sought a court order enforcing an almost decade-old SEC suspension of an accountant and forcing the accountant to disgorge...more

Trados: Four Key Takeaways for Boards & Investors

As we mentioned in this post earlier this month, the Delaware Court of Chancery has issued its decision in the matter of In re Trados Incorporated Shareholder Litigation, C.A. No. 1512-VC (August 16, 2013), in which it...more

In re MFW Shareholders Litigation: Controlling Shareholder in Going-Private Transaction May Gain the Benefit of the Business...

In a decision with great potential significance for the structuring of going-private transactions, Delaware Chancellor Leo Strine recently held in In re MFW Shareholders Litigation that a merger with a controlling stockholder...more

Corporate and Financial Weekly Digest - August 16, 2013

In this issue: - SEC Issues Risk Alert on Options Trading Used to Evade Short-Sale Requirements - SEC Order Temporarily Exempting Certain Broker Dealers and Certain Transactions from the Recordkeeping and...more

Ninth Circuit Says Say-On-Pay Suit Should Stay In California Court

In enacting the Dodd-Frank Act, Congress made it clear to everyone, other than the plaintiffs’ bar, that say-on-pay votes were advisory only, did not create or imply any change in fiduciary duties of directors, or create or...more

136 Results
|
View per page
Page: of 6

Follow Finance & Banking Updates on: