News & Analysis as of

Class Action Corporate Governance

A class action is a type of legal action where a representative individual or group of individuals can bring a claim on behalf of a larger group or class who share a common legal interest.
Sheppard Mullin Richter & Hampton LLP

Ninth Circuit Applies Birnbaum Rule to Affirm Dismissal of Claims by SPAC Investors Asserted Against Target Company Executives for...

In Max Royal LLC v. Atieva, Inc., No. 23-16049, 2024 U.S. App. LEXIS 19910 (9th Cir. Aug. 8, 2024), the United States Court of Appeals for the Ninth Circuit affirmed the dismissal of a securities class action brought by...more

A&O Shearman

Delaware Court Of Chancery Holds That Corwin Cleansing Applies To Claims Related To Reduction Of Acquisition Price

A&O Shearman on

On June 21, 2024, Vice Chancellor Nathan A. Cook of the Delaware Court of Chancery granted a motion to dismiss a putative stockholder class action asserting breach of fiduciary duty claims against the officers and directors...more

Goodwin

Minding the Store: Unanticipated ESG Issues Affecting ERISA Fiduciary Supervision

Goodwin on

A recent summary judgment decision from the U.S. District Court for the Northern District of Texas in an ERISA (Employee Retirement Income Security Act) class action challenging the alleged impact of environmental, social,...more

Skadden, Arps, Slate, Meagher & Flom LLP

Court of Chancery Issues First Decision Dismissing MultiPlan Claims

On May 31, 2024, the Delaware Court of Chancery issued its first opinion dismissing a “MultiPlan claim” at the pleadings stage. As a reminder, a MultiPlan claim is a breach of fiduciary duty claim against directors,...more

ArentFox Schiff

ESG Update: Two Court Decisions Highlight the Importance of the “G” in “ESG”

ArentFox Schiff on

ESG stands for “environmental, social, and governance.” Though often overlooked, two recent cases — Spence v. American Airlines and Exxon v. Arjuna Capital, LLC — focus on G’s place in the ESG initialism. Here, we break...more

Latham & Watkins LLP

Corporates and Dealmakers Must Prepare For Increased UK Class Action Claims

Latham & Watkins LLP on

While class actions are well established in the US, they are increasingly common in the UK, driven by market volatility, availability of litigation funding, legal reforms, regulatory settlements, and growing scrutiny of...more

Skadden, Arps, Slate, Meagher & Flom LLP

Inside the Courts – An Update From Skadden Securities Litigators - February 2024

Securities Class Actions Show No Signs of Slowing in 2024 - Key Points - While the volume of securities class actions filings has remained consistently elevated over the past several years, the composition of the class...more

Saul Ewing LLP

Public Companies Quarterly Update (Q3 2023)

Saul Ewing LLP on

Welcome to Saul Ewing’s Public Companies Quarterly Update series. Our intent is to, on a quarterly basis, highlight important legal developments of which we think public companies should be aware. This edition is related to...more

Skadden, Arps, Slate, Meagher & Flom LLP

Reducing the Risk of ‘Greenwashing’ Litigation and Defending Actions That Are Filed

“Greenwashing” refers to the practice of making false or misleading claims about the environmental benefits of a product in order to represent it as more environmentally friendly than it actually is. Given consumers’...more

Foley Hoag LLP

The SVB Bankruptcy Decision and Its Lessons for D&O Insurance Programs

Foley Hoag LLP on

Directors and Officers (D&O) policies are intended first and foremost to protect a company’s individual directors and officers from significant claims which may be asserted against those individuals in their capacities as...more

Bracewell LLP

Generic ESG Statements and Securities Class Actions: Goldman Sachs Secures Second Circuit Victory in Long-Running Class...

Bracewell LLP on

A three-judge panel for the US Court of Appeals for the Second Circuit reversed a district court’s class certification in the decade-long Arkansas Teacher Retirement System v. Goldman Sachs Group litigation regarding...more

Skadden, Arps, Slate, Meagher & Flom LLP

Inside the Courts – An Update From Skadden Securities Litigators - May 2023

Supreme Court Hears Argument on Traceability Requirement in Circuit-Split Slack v. Pirani - Key Points - - Before the end of June, the U.S. Supreme Court is expected to issue a decision in a high-profile securities case...more

Keating Muething & Klekamp PLL

SEC Sued Over Newly Adopted Share Repurchase Rules

On Friday, May 12, 2023, the U.S. Chamber of Commerce announced that it had filed a lawsuit against the SEC to prevent implementation of the SEC’s new Share Repurchase Disclosure Modernization rules, which KMK has recently...more

Goodwin

SEC Brings Suit Against Owner of BitTorrent, Inc., and Settles Claims With Celebrity Endorsers of Certain Crypto Tokens

Goodwin on

On March 22, 2023, the US Securities and Exchange Commission (SEC) filed a complaint in US District Court for the Southern District of New York against Justin Sun, the owner of BitTorrent, Inc., a file-sharing platform; three...more

Patton Sullivan Brodehl LLP

The “DAO Jungle” Chronicles: Federal Court Allows DAO to be Sued as a Partnership

In a prior post — The DAO Jungle? — we recapped the State of Wyoming’s new legislation extending LLC protections to Decentralized Autonomous Organizations (DAOs). Under that Wyoming law, a DAO could register as a LLC and its...more

Barnea Jaffa Lande & Co.

Class Actions on Accessibility of Public Companies' Reports Dismissed

About two years ago, motions to certify class actions were filed against dozens of public companies and reporting corporations in Israel, alleging violations of provisions of the Equal Rights for Persons with Disabilities...more

Robinson Bradshaw

Tenth Circuit Prohibits Class-Action Waivers in Benefit Plan Documents

Robinson Bradshaw on

It is no secret that many businesses minimize risk by requiring arbitration of disputes on an individual basis. The exposure created by a single claim pales next to that presented by a class claim, asserted under Rule 23, on...more

Perkins Coie

Washington Court Reaffirms Appraisal as Remedy for Shareholders Challenging a Merger

Perkins Coie on

In an unpublished decision issued on January 3, 2023, Division I of the Washington Court of Appeals strongly reaffirmed Washington law providing that, absent a showing of fraudulent corporate conduct or certain procedural...more

Katten Muchin Rosenman LLP

Price Impact in Securities Class Actions

The Columbia Law School Center on Corporate Governance recently hosted a conference on M&A and Corporate Governance at which Columbia Law Professors Merritt B. Fox and Joshua Mitts presented a working paper entitled...more

Woodruff Sawyer

Securities Class Action Trends for Life Sciences, 2021: REPORT

Woodruff Sawyer on

Insights Priya Cherian Huskins, Esq.Senior Vice President, Management LiabilityEditor, Management Liability/D&O May 10, 2022 /Management Liability/D&O While the life sciences sector has experienced a slowdown in IPO activity...more

Barnea Jaffa Lande & Co.

Serial Class Actions Against Israeli Public Companies for Failing to Meet Mandatory Accessibility Requirements

Dozens of motions were filed in recent weeks to certify class actions against some of the most well-known and leading publicly traded companies and reporting corporations in Israel. These motions to certify class actions are...more

Barnea Jaffa Lande & Co.

Dual-Listed Companies – Israeli Legal Liability for Reporting

The Tel Aviv District Court (Economics Department) recently handed down a ruling in the Ceragon Networks Ltd. case. The ruling states that dual-listed companies may face exposure to lawsuits based on the liability rules under...more

WilmerHale

COVID-19: A Second Look at Securities Act Litigation Amid COVID-19

WilmerHale on

This article follows an earlier Client Alert titled COVID-19: An Early Look at Securities Act Litigation Amid COVID-19. In that alert, we anticipated that there would be an increase in Securities Act filings involving claims...more

Moritt Hock & Hamroff LLP

Corporate Diversity & Inclusion Efforts Grow with Data Transparency

Studies have consistently shown that increased diversity and inclusion often leads to increased corporate profitability. The demand for diversity is partly driven by the vast body of empirical evidence demonstrating that...more

McDermott Will & Emery

Surge in SPAC-Related Mergers Leads to Litigation and Regulatory Risks

Not far behind the dramatic increase in the use of special purpose acquisition companies (SPACs) is a corresponding increase in the number of shareholder lawsuits and increased activity at the US Securities and Exchange...more

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