The U.S. Supreme Court recently agreed to hear an appeal of a Ninth Circuit decision that could have a significant impact on future securities fraud claims nationwide. At issue is how heavy a burden plaintiffs will bear in...more
The U.S. Supreme Court has now resolved the split in lower courts, discussed in our March 14, 2024 post, over whether plaintiffs may bring a securities fraud claim based solely on a corporation’s omission from public filings...more
4/17/2024
/ Corporate Issuers ,
Disclosure Requirements ,
False Statements ,
Item 303 ,
Macquarie Infrastructure Corp v Moab Partners LP ,
Misleading Statements ,
Omissions ,
Regulation S-K ,
Rule 10b-5 ,
SCOTUS ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act of 1934 ,
Securities Violations
Corporate executives know they must disclose in their companies’ financial statements trends or uncertainties affecting their business. Such disclosure is a requirement of Item 303 of SEC Regulation S-K....more
3/19/2024
/ C-Suite Executives ,
Corporate Governance ,
Disclosure Requirements ,
Enforcement Actions ,
Failure To Disclose ,
Material Misrepresentation ,
MD&A Statements ,
Misrepresentation ,
Publicly-Traded Companies ,
Regulation S-K ,
Rule 10b-5 ,
Securities and Exchange Commission (SEC) ,
Securities Fraud ,
Securities Litigation ,
Securities Regulation ,
Shareholder Litigation ,
Split of Authority
Oh May 26, 2020, Mayor DeBlasio signed into law two of the three bills discussed in our previous alert aimed at providing relief to commercial tenants due to the pandemic crisis. Both laws will go into effect immediately....more
On April 22, 2020, at its first-ever remote session, several bills addressing the COVID-19 crisis that could have broad impacts on commercial tenancies were introduced in the New York City Council.
Under one of the bills...more
While it is true that a number of States and local municipalities have stopped all eviction proceedings and many courts are currently closed, the issue of rent remains front and center between landlords and tenants. The...more
The Supreme Court yesterday agreed to consider whether the Securities Litigation Uniform Standards Act of 1998 (“SLUSA”) precludes state court jurisdiction in actions that solely allege violations under the Securities Act of...more
A five-year statute of limitations applies to actions by the Securities and Exchange Commission for disgorgement, the U.S. Supreme Court ruled today. The decision imposes a significant new limit on the SEC’s ability to seek...more
New York’s highest court earlier this month adopted a more lenient standard for reviewing certain types of corporate transactions between companies and controlling shareholders, similar to that adopted two years ago by...more
5/17/2016
/ Arm's Length Principle ,
Business Judgment Rule ,
Buyouts ,
Controlling Stockholders ,
Corporate Counsel ,
DE Supreme Court ,
Entire Fairness Standard ,
Going-Private Transactions ,
Kenneth Cole ,
Popular ,
Shareholder Litigation ,
Standard of Review ,
Young Lawyers