News & Analysis as of

Settlement Board of Directors

White & Case LLP

The SEC’s Settlement with Cloopen Demonstrates the Significant Benefits of Prompt Cooperation

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On February 6, 2023, the US Securities and Exchange Commission ("SEC") announced that it settled accounting fraud charges against Cloopen Group Holding Limited ("Cloopen" or the "Company"), a cloud-based communications...more

Seward & Kissel LLP

SEC Settles with Sixteen Firms for Charges of Widespread Recordkeeping Failures

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Who may be interested: Registered Investment Advisers, Broker-Dealers, Registered Investment Companies, Boards of Directors - Quick Take: The SEC recently settled charges against sixteen firms, including five...more

Conyers

King Bun Limited and Others v. Lau Man Sang, James and Others - Claim No. BVIHC (COM) 2017/086

Conyers on

Nov 2023 In August 2021, the BVI Commercial Court handed down judgment on liability in favour of the Claimants against seven directors of Vanway for carrying out a fraud on the minority shareholders, in selling the assets of...more

Seward & Kissel LLP

SEC Settles Charges With Transfer Agent for Lost Securityholders

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Who may be interested: Registered Investment Companies, Boards of Directors, Transfer Agents. Quick Take: The SEC recently settled charges with a registered transfer agent for failing to take reasonable steps to find...more

Conyers

Directors’ Post-Liquidation Duties under BVI Insolvency Law

Conyers on

In the recent decision of Greig William Alexander Mitchell & Ors v Sheikh Mohamed Bin Issa Al Jaber & Ors [2023] EWHC 364 (Ch), the English High Court was required to consider the question of what duties (if any) a director...more

Allen Matkins

The SEC's Immensely Impracticable Impracticability Exception

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This week's posts have been discussing the recent adoption by the Securities and Exchange Commission of rules requiring the securities exchanges to adopt listing standards requiring listed companies to develop and implement...more

K&L Gates LLP

Approval of US$237.5 Million Settlement in Boeing Derivative Action Demonstrates Impact of Section 220 Demand in ESG Litigation

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In a derivative action In re Boeing Company Derivative Litigation, Boeing’s stockholders obtained approval from the Delaware Court of Chancery for a landmark US$237.5 million settlement of derivative claims targeting the...more

Goodwin

SEC Settles First-Of-Its-Kind $13m DeFi Tech Action

Goodwin on

SEC Settles First-Of-Its-Kind $13m DeFi Tech Action; NASDAQ Board Diversity Rules Challenged in Fifth Circuit; Delaware Court of Chancery Declines to Enforce Contractual Limitations on Liability to Bar Contractual Fraud...more

Skadden, Arps, Slate, Meagher & Flom LLP

Inside the Courts – An Update From Skadden Securities Litigators - August 2020

This quarter’s issue includes summaries and associated court opinions of selected cases principally decided between February and June 2020....more

White and Williams LLP

Securities Class Action Filings Continue at Record Levels: How Should D&O Insurers Respond?

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On January 29, 2020, Cornerstone Research released its annual report on securities class action filings. As expected, the report demonstrates that securities class actions in both federal and state courts continue to be filed...more

WilmerHale

Private Equity Firms, the Healthcare Industry, and the FCA: The “Butterfly Effect” in Action?

WilmerHale on

When Riordan, Lewis & Haden Inc. (RLH), a private equity firm, found itself ensnared in a False Claims Act (FCA) litigation for its role in a prescription drug kickback scheme orchestrated by one of its portfolio companies,...more

Allen Matkins

Does Caremark Apply To California Corporations?

Allen Matkins on

Chancellor William T. Allen famously observed that a derivative claim based on a board's failure of oversight "is possibly the most difficult theory in corporation law upon which a plaintiff might hope to win a judgment." In...more

A&O Shearman

Delaware Court Of Chancery Dismisses Caremark Claim, Finding Consumer Class Action Settlement Was Not A "Red Flag" For Consumer...

A&O Shearman on

On July 29, 2019, Chancellor Andre G. Bouchard of the Delaware Court of Chancery dismissed a stockholder derivative action asserting breaches of fiduciary duty claims against the directors of J.C. Penney Company, Inc. for...more

A&O Shearman

Tesla, Musk Settle Tweet-Related SEC Charges

A&O Shearman on

On September 27, 2018, the United States Securities and Exchange Commission (“SEC”) charged Elon Musk, the Chairman and CEO of Tesla, Inc., a publically-traded California-based technology company that specializes in electric...more

Snell & Wilmer

Settlement of Solak v. Barrett May Provide Additional Guidance on Setting Director Pay

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I’ve stressed how important it is for public company executives and directors to stay apprised of developments in the director pay area, including developments/settlements of director pay lawsuits. Earlier this summer, the...more

Knobbe Martens

Theranos Charges Provide Perspective for Medical Device Companies, Biotechnology Companies, and Investors

Knobbe Martens on

On March 14, 2018, the Securities and Exchange Commission (SEC) announced it filed charges against the founder and CEO of Theranos Inc., Elizabeth Holmes, and its former president, Ramesh Balwani....more

Allen Matkins

The Board and #MeToo

Allen Matkins on

The following fact pattern should be familiar. A high-profile news story runs detailing years of sexual harassment by the CEO of a company. Four women sued, claiming that the CEO repeatedly propositioned or groped female...more

Mintz - Privacy & Cybersecurity Viewpoints

Target Reaches $18.5 Million Dollar Settlement in Data Breach with States

It seems as though we have been writing about this case for a lifetime. Target Corporation’s data breach saga came one step closer to a conclusion this week. On Tuesday, Target reached an $18.5 million settlement with 47...more

Robinson+Cole Data Privacy + Security Insider

Home Depot Agrees to Settle Data Breach Shareholders’ Suit

In a surprise move late last week, Home Depot has agreed to settle a shareholders derivative suit filed against current and former members of the Board of Directors and the Chief Executive Officer and Chief Information...more

Skadden, Arps, Slate, Meagher & Flom LLP

Executive Compensation and Benefits Alert: Nuisance Plaintiffs Pursue Novel Theories to Exact Section 16 Settlements

The so-called “short-swing profit rule” under Securities Exchange Act Section 16(b) generally prohibits officers and directors as well as 10 percent shareholders of a U.S. public company from profiting from any purchase or...more

McDermott Will & Emery

Corporate Law & Governance Update - August 2016

The Hershey Governance Settlement - On Friday, July 29, the Pennsylvania Attorney General, the Hershey Trust Company and the Milton Hershey School, entered into a written settlement resolving an investigation conducted...more

Stinson - Corporate & Securities Law Blog

Settlement with an Activist Investor is not a Defensive Measure

A recent case decided by the Delaware Court of Chancery, In Re Ebix, Inc., held settlement with an activist investor, Barrington Capital Group, L.P. was not a defensive measure subject to scrutiny under Unocal. Ebix entered...more

Skadden, Arps, Slate, Meagher & Flom LLP

Insights: The Delaware Edition - October 2015

We are pleased to share with you the inaugural issue of Insights: The Delaware Edition, a periodic publication addressing significant Delaware deal litigation and corporation law developments. In This Issue: - Q&A...more

Cooley LLP

Blog: Are Companies Now Quicker To Settle With Hedge Fund Activists?

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According to data collected by Reuters, companies are settling with hedge fund activists “at the fastest pace since the financial crisis. The average number of days it takes companies to reach a settlement with activists...more

Morgan Lewis

SIC Proposes Revisions to the Singapore Code on Take-Overs and Mergers

Morgan Lewis on

The MAS Consultation Paper is proposing to update parts of the Singapore Code on Take-Overs and Mergers in view of market innovations and evolving international practices. On 6 July, the Securities Industry Council...more

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