Breach of Duty

News & Analysis as of

Employee Benefits Developments - November 2014

Health Care Cost Consideration May Support Age Discrimination Claim. Recently, the U.S. Court of Appeals for the Eighth Circuit overturned a lower court’s summary judgment ruling against a plaintiff’s age discrimination...more

Delaware Court of Chancery Applies Business Judgment Rule to Directors Who Approve Merger Supported by Large Shareholders

In its October 24, 2014, decision in In re Crimson Exploration Inc. Stockholder Litigation, C.A. No. 8541, the Delaware Court of Chancery confirmed that the business judgment rule is applicable in evaluating claims for breach...more

Nevada’s Business Judgment Rule: FDIC – 4; Management – 0

In recent weeks, the U.S. District Court has issued four separate rulings in cases brought by the Federal Deposit Insurance Corporation (FDIC) against former bank managers for breach of fiduciary duty. Here is a brief recap...more

NCUA Sues Deutsche Bank National Trust Co. For Allegedly Failing to Comply With RMBS Trustee Duties

The National Credit Union Administration, acting as liquidating agent for five failed credit unions, sued Deutsche Bank National Trust Company (DBNTC) for allegedly breaching its duties as trustee under the governing trust...more

Addressing an issue of first impression, Connecticut Supreme Court concludes that Insurance Guaranty Association is not estopped...

In Connecticut Ins. Guaranty Association v. Joshua Drown, the Connecticut Supreme Court addressed, as an issue of first impression, whether an insurer’s preinsolvency breach of its duty to defend a claim during an underlying...more

Watch For A New Wave Of ERISA Stock Drop Cases

Plan fiduciaries may create a fiduciary duty in stock drop cases by incorporating filings with the Securities and Exchange Commission into the Summary Plan Description. We have been waiting for the Ninth Circuit to...more

Missouri Court Allows Insured to Pursue Breach of Fiduciary Duty Claim Against Excess Insurer

In its recent decision in SSM Health Care Corp. v. Repwest Ins. Co., 2014 U.S. Dist. LEXIS 158164 (E.D. Mo. Nov. 7, 2014), the United States District Court for the Eastern District of Missouri had occasion to consider whether...more

View From Proskauer: The Availability of Surcharge as Relief for Individual ERISA Fiduciary Breach Claims

Three years ago, the U.S. Supreme Court identified three forms of appropriate equitable relief — reformation, equitable estoppel and surcharge — that are available under Section 502(a)(3) of the Employee Retirement Income...more

Delaware Court Establishes "Taxonomy" For Controlling Stockholder Claims

In a recent decision, the Delaware Court of Chancery (Parsons, V.C.) dismissed a shareholder class action complaint alleging that a target company’s board of directors and private equity firm controlling stockholder breached...more

Insurance Recovery Law -- November 2014

Payment of Costs Doesn’t Preclude Unfair Trade Practices Claim Against Insurer - Why it matters: In a significant victory for policyholders, Massachusetts’ highest court ruled that an insured had a valid unfair...more

Delaware Court of Chancery Rejects Controlling Stockholder Claims and Applies Business Judgment Rule to Merger Suits

In In re KKR Financial Holdings LLC Shareholder Litigation, C.A. No. 9210 (Del. Ch. Oct. 14, 2014), the Delaware Court of Chancery dismissed a shareholder derivative suit brought by shareholders of KKR Financial Holdings LLC...more

Delaware Court of Chancery Rejects Contemporaneous Ownership Requirement For Creditors Asserting Derivative Claims

In Quadrant Structured Products Co. v. Vertin, C.A. No. 6990-VCL, 2014 Del. Ch. LEXIS 193 (Del. Ch. Oct. 1, 2014), the Delaware Court of Chancery held that when creditors of insolvent firms assert derivative claims, they need...more

Delaware Court Decides Damages in Breach of Fiduciary Duty Aiding and Abetting Case

In March 2014, Vice Chancellor Laster of the Court of Chancery of the State of Delaware issued an opinion finding Rural/Metro Corporation’s lead financial advisor liable for aiding and abetting breaches of fiduciary duty by...more

This Week In Securities Litigation

Rengan Rajaratnam settled his insider trading case with the SEC this week, consenting to the entry of a permanent injunction and agreeing to pay disgorgement, prejudgment interest, a civil penalty and to be barred from the...more

SEC Charges Private Equity Fund Manager with Misallocation of Portfolio Company Expenses

On September 22, 2014, the Securities and Exchange Commission ("SEC") charged Lincolnshire Management, Inc. ("Lincolnshire"), a New York-based private equity fund adviser, with breaching its fiduciary duty to two investment...more

Adviser, Co-founder, Settle SEC Breach of Duty Proceeding

The Commission filed settled administrative proceedings against an investment adviser and its co-founder based on a claimed breach of fiduciary duty. The Order alleged violations based on negligence, citing Securities Act...more

Forum Selection Clauses Were Here Before They Were In Bylaws

Recent rulings by judges in Delaware and other states have given impetus to the adoption of exclusive forum bylaws. To the casual observer, the idea might seem entirely novel. But as Koheleth (the Gatherer) wrote “What has...more

Absent an Initial Showing That It Is a Fiduciary, Employer Is Immune from Breach of Fiduciary Liability Claim under ERISA in the...

In Moon v. BWX Technologies, Inc., 2014 U.S. App. LEXIS 12525 (4th Cir. July 2, 2014), the Fourth Circuit rejected fiduciary breach and equitable estoppel claims, determining that an employer’s failure to alert an employee...more

Rural/Metro II: Additional Lessons for Financial Advisors, Directors and Counsel in M&A Transactions And Related Litigation

On October 10, 2014, the Delaware Court of Chancery issued a decision awarding nearly $76 million in damages against a seller’s financial advisor. In an earlier March 7, 2014 opinion in the case, In re Rural/Metro Corp....more

Sixth Circuit Narrows Scope of Liability Under ICA Sections 36(a) and (b)

In Laborers’ Local 265 Pension Fund v. iShares Trust, No. 13-6486, 2014 U.S. App. LEXIS 18627 (6th Cir. Sept. 30, 2014), the United States Court of Appeals for the Sixth Circuit affirmed the dismissal of claims alleging...more

MD&A Rules Do Not Create Rule 10b-5 Disclosure Obligation

The Ninth Circuit recently examined whether Item 303 of Regulation of S-K, which sets forth the MD&A rules, creates an affirmative duty of disclosure on which to pin a Rule 10b-5 case. The case centered around a significant...more

NJ Banks May Not Face Common Law Tort Claims for Improper Electronic Funds Transfers

The New Jersey Supreme Court in a matter of first impression held that a non-customer of a bank cannot bring a common law negligence claim against that bank for an improper money transfer via the Internet. In ADS Associates...more

Hedge Fund and its Partner and Lawyer Fail on Motion to Dismiss for Breach of Fiduciary Duty

A case against a hedge fund, and one of its partners and in-house counsel, related to actions at a portfolio company and alleging breach of fiduciary duties survived a motion to dismiss. The portfolio company, alleged to be...more

Fourth Circuit Places Burden on Defendants to Disprove Loss Causation in Fiduciary Breach Cases

In Tatum v. RJR Pension Investment Committee, No. 13-1360 (August 4, 2014), a divided panel of the U.S. Court of Appeals for the Fourth Circuit held that, if the plaintiff in an ERISA fiduciary breach case proves that the...more

First Circuit Rules for Insurers in Two Retained Asset Account Cases; An Insurer Does not Need “to Don the Commercial Equivalent...

The First Circuit recently decided two ERISA cases challenging the use of retained asset accounts in favor of the insurer-defendants. The decisions are Merrimon v. Unum Life Ins. Co. of Am., 758 F.3d 46, 50 (1st Cir. 2014)...more

203 Results
|
View per page
Page: of 9