We will be discussing the events that took place in securities litigation, corporate/statutory developments and SEC rulemaking during 2022 and provide insight into anticipated trends and considerations for 2023....more
On September 23, 2021—in United Food and Commercial Workers v. Zuckerberg—the Delaware Supreme Court endorsed a new universal three-part demand futility test. The decision will likely have far-reaching consequences, including...more
9/28/2021
/ Appeals ,
Board of Directors ,
Controlling Stockholders ,
DE Supreme Court ,
Demand Futility ,
Derivative Suit ,
Duty of Care ,
Facebook ,
Mark Zuckerberg ,
Reclassification Rules ,
Securities Litigation ,
Shareholder Litigation
On September 20, 2021, in a 2-1 decision, the U.S. Court of Appeals for the Ninth Circuit held that Sections 11 and 12(a)(2) of the Securities Act of 1933 (1933 Act) apply to direct listings of company shares, including...more
9/23/2021
/ Direct Listing ,
Employees ,
En Banc Review ,
Initial Public Offering (IPO) ,
Investors ,
NYSE ,
Publicly-Traded Companies ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Securities Litigation ,
Securities Traders ,
Stocks ,
Unregistered Securities ,
Venture Capital
The U.S. Supreme Court has ruled that class action plaintiffs can bring claims under the Securities Act of 1933 in either state or federal court. ...more
4/5/2018
/ Class Action ,
Cyan Inc v Beaver Cty Emps Ret Fund ,
Jurisdiction ,
PSLRA ,
Removal ,
SCOTUS ,
Securities Act of 1933 ,
Securities Litigation ,
Securities Violations ,
SLUSA ,
State Law Claims
A new decision makes clear that parties should no longer expect the Delaware Court of Chancery to approve broad settlements of M&A class actions based on supplemental proxy disclosures. Chancellor Andre Bouchard issued a...more