News & Analysis as of

Enforcement Fiduciary Duty

Pillsbury Winthrop Shaw Pittman LLP

Important Delaware General Corporation Law Amendments Are Signed into Law amid Recent Delaware Chancery Court Decisions

The Delaware legislature adopted DGCL amendments that restore contract certainty for merger and stockholder agreements. The Delaware General Corporation Law (DGCL) now codifies the power of corporations to enter into valid...more

Mintz

Oklahoma Judge Temporarily Blocks Law Penalizing Companies Engaged in Fossil Fuel Boycott

Mintz on

Earlier this week, a state court judge in Oklahoma issued a temporary restraining order that blocks--for now--enforcement of an Oklahoma law that deprives companies deemed to boycott the fossil fuel industry of the ability to...more

Morrison & Foerster LLP

Top 5 SEC Enforcement Developments for March 2024

Each month we publish a roundup of the most important SEC enforcement developments for busy in-house lawyers and compliance professionals. This month, we examine: •The Fifth Circuit’s stay of the SEC’s recent adoption of...more

Proskauer - The Capital Commitment

Not Off the Hook: The SEC Addresses its Position on Exculpation And Indemnification For Private Fund Advisers

In its final Private Fund Adviser Rules adopted last year, the SEC dropped one of the more controversial proposed rules—the proposal to prohibit contractual exculpation or indemnification provisions that would shield or...more

Proskauer - The Capital Commitment

ESG in 2024: Traps for the Unwary

ESG continues to be a hot topic for 2024 for investors and regulators alike. The specific concerns investors and regulators have – and what they expect to develop over the coming months – differ, however, across...more

Freiberger Haber LLP

Enforcement News: Misappropriation of Client Funds and Stock Manipulation

Freiberger Haber LLP on

It should come as no surprise that one of the goals of an investment fraud is the theft of customer funds for the scammer’s personal benefit. In legal parlance, this aspect of a fraudulent investment scheme is called...more

Conyers

Tracing Wealth in the BVI in Aid of Arbitration: Unravelling the Breach of Fiduciary Duties

Conyers on

The gravity of any arbitration award lies in its successful enforcement. The enforcement process may be frustrated and produce little result if the winning party does not identify at the outset the assets against which the...more

Proskauer - Employee Benefits & Executive...

District Court Enforces Arbitration Clause in ERISA Plan Document

A federal district court judge in the Eastern District of Kentucky has enforced an ESOP’s arbitration clause, sending P.L. Marketing Inc. employees’ breach of fiduciary duty claims on behalf of a putative class to individual...more

Lowenstein Sandler LLP

The SEC’s Private Fund Adviser Rules Explained — Part 3: Deciphering a Private Fund Manager’s Fiduciary Duty

Lowenstein Sandler LLP on

On August 23, 2023, the Securities and Exchange Commission (SEC) adopted new rules and amendments under the Investment Advisers Act of 1940, as amended (the Advisers Act), that are expected to have a wide-ranging impact on...more

Mintz

The SJC Shocks Financial Services Industry by Taking Victory Away from Robinhood and Giving it to the Secretary of State

Mintz on

In a widely anticipated decision, the Massachusetts Supreme Judicial Court unanimously upheld the Massachusetts Fiduciary Duty Rule, which imposes a fiduciary duty standard on Massachusetts broker-dealers. The high Court’s...more

Fuerst Ittleman David & Joseph

Florida Nursing Home Negligence Update: Florida’s Fourth District Court of Appeal quashes denial of motion to dismiss nursing home...

On August 9, 2023, in Preston v. The Estate of Romanoff, No. 4D23-282 (Fla. 4th DCA August 9, 2023), Florida’s Fourth District Court of Appeal granted a petition for writ of certiorari and quashed the trial court’s order...more

Dechert LLP

Delaware Court of Chancery Offers Guidance on Enforceability of Contractual Waivers Not to Sue for Breach of Fiduciary Duty

Dechert LLP on

Delaware Court of Chancery holds contractual waivers of fiduciary duties are facially valid when they are both narrowly tailored to authorize specific transactions and satisfy the Court’s review for reasonableness. Court...more

ArentFox Schiff

Fourth Circuit: Employers Can Enforce Fiduciary Duty Claims Against Employees Competing For New Contract

ArentFox Schiff on

In a case involving government contracts, the Fourth Circuit held that a company could proceed with its claims against three former employees for actions they took as employees – through their newly formed company - to pursue...more

Proskauer Rose LLP

Individual Arbitration of ERISA Breach of Fiduciary Duty Claims – Is it Possible and, if So, Is It Worth It?

Proskauer Rose LLP on

As plan sponsors and fiduciaries cope with the increased volume of class action Employee Retirement Income Security Act (ERISA) lawsuits, some have considered the prospects of reducing their exposure through arbitration...more

Goodwin

Bank Officer and Director Enforcement Exposures In the Wake of Silicon Valley Bank

Goodwin on

The recent and sudden failures of Silicon Valley Bank and Signature Bank, and the threat of other bank failures, have led to intense public focus on what caused these banks to run into trouble, who is to blame, and what...more

Morrison & Foerster LLP

MoFo’s State + Local Government Enforcement Newsletter

In order to provide an overview for busy in-house counsel and compliance professionals, this newsletter summarizes some of the most important and interesting developments from State Attorneys General across the country in the...more

Conyers

Under Pressure: Key considerations and practical tips for BVI companies approaching insolvency

Conyers on

Inflationary pressures and increasing interest rates are expected to continue to have a negative impact on the global economy during 2023. In this article we consider restructuring options under BVI law available to companies...more

Cozen O'Connor

State AGs, Federal Regulators Gather to Discuss Tech Competition, ESG, Privacy, and More

Cozen O'Connor on

Last week, the National Association of Attorneys General (NAAG) held its annual Capital Forum in Washington, DC, which provided AGs, AG staff, and private sector attendees the opportunity to engage with each other as well as...more

Mintz

SEC Highlights ESG Enforcement Activity in Annual Report

Mintz on

The SEC recently announced its yearly summary of enforcement activity. Among the items it chose to highlight were its efforts to enforce ESG-related issues. ESG was one of only a handful of subject matter areas that the SEC...more

Proskauer on Privacy

SolarWinds: A Lesson on How Companies Victimized by Data Breaches Can Quickly Become the Target of Litigation and Regulatory...

Proskauer on Privacy on

In 2020, SolarWinds Corp., a company that provided information technology software to private and government entities, was the victim of a cybersecurity breach. Russian hackers are believed to have slipped malicious code...more

Holland & Hart - The Benefits Dial

What Happens in a Small Town Stays in a Small Town … Until the DOL Doubles Down on Mental Health Parity Compliance

The Department of Labor (DOL), the Department of Health and Human Services (HHS), and the Department of Treasury (collectively, the Departments) recently issued their joint report to Congress regarding their Mental Health...more

Dorsey & Whitney LLP

Current Bank Capital and Enforcement Action Considerations

Dorsey & Whitney LLP on

Because of the devastating effect that the COVID-19 pandemic has had on the entire U.S. economy, the federal Bank Regulators have warned of the possibility that small, medium and large banks may soon be forced to recognize...more

Katten Muchin Rosenman LLP

Corporate & Financial Weekly Digest, Featuring Articles SEC Approvals of Changes to "Accredited Investor" and "Qualified...

SEC/CORPORATE - SEC Amends the Definitions of “Accredited Investor” and “Qualified Institutional Buyer” - On August 26, the Securities and Exchange Commission adopted amendments to the definitions of “accredited...more

Sheppard Mullin Richter & Hampton LLP

California Court of Appeal Enforces Delaware Forum Selection Bylaw

In Drulias v. 1st Century Bancshares, Inc., No. H045049, 2018 WL 6735137 (Cal. App. Dec. 21, 2018), the California Court of Appeal, Sixth Appellate District, affirmed an order staying a stockholder lawsuit brought in the...more

Foley & Lardner LLP

A Compilation of Enforcement and Non-Enforcement Actions

Foley & Lardner LLP on

Non-Enforcement - Form PF — What Purpose? SEC registered investment advisers with at least $150 million of assets under management in private funds are required to periodically file Form PF with the SEC. The...more

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