Corporate and Financial Weekly Digest - October 28, 2011


In this issue;

- SEC’s Division of Corporation Finance Issues Bulletin Regarding Shareholder Proposals

- House Committee Approves “Facebook” Bill

- FINRA Requests Comments on Proposal to Require Carrying or Clearing Member Firms to Maintain and Keep Current Certain Records in a Central Location

- FINRA Provides Guidance on Advertising Regulation Issues

- SEC Adopts Form PF

- CFTC Allows U.S. Trading of Taiwan Futures Exchange’s Futures Contract on GTEX

- New Jersey District Court Dismisses Securities Fraud Action With Prejudice

- PA District Court Deems “Piercing the Corporate Veil” to be Independent Cause of Action

- Federal Reserve Announces Annual Indexing Related to Reserve Requirements Under Regulation D

- European Commission Publishes MiFID II Proposals

An excerpt from PA District Court Deems “Piercing the Corporate Veil” to be Independent Cause of Action;

The plaintiff filed an action alleging sexual harassment and retaliation by the defendants, but the only claim asserted against defendant, Pressley Ridge Foundation (the Foundation), was a claim for “piercing the corporate veil.” This claim did not plead a separate cause of action, but rather, sought to pierce the corporate veil in order to assess liability against the Foundation for the alleged wrongful acts of the other two defendants. The U.S. District Court for the Western District of Pennsylvania held that piercing the corporate veil was a valid, independent cause of action. However, the Court granted the Foundation’s motion to dismiss the complaint, finding that plaintiff’s mere recitation of the elements of a veil-piercing claim was insufficient and that such a claim needed to be supported by specific factual averments rather than mere legal conclusions.

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