On February 23, 2024, the Delaware Court of Chancery issued a decision in a class action lawsuit (West Palm Beach Firefighters’ Pension v. Moelis & Co.) that concluded most of the control provisions in a stockholder agreement...more
Delaware Court of Chancery Finds that Director’s Email on Outside Email System Remains Confidential; Delaware Supreme Court Overrules Longstanding Precedent Regarding Derivative Versus Direct Standing; SEC Files Crowdfunding...more
10/8/2021
/ Anti-Fraud Provisions ,
Attorney-Client Privilege ,
Board of Directors ,
Cannabis-Related Businesses (CRBs) ,
Class Action ,
Crowdfunding ,
DE Supreme Court ,
Demand Futility ,
Derivative Suit ,
Dilution ,
Dismissals ,
Email ,
Enforcement Actions ,
Facebook ,
Failure To Disclose ,
FDA Approval ,
Investors ,
Mark Zuckerberg ,
Minority Shareholders ,
Misleading Statements ,
Omissions ,
Putative Class Actions ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act of 1934 ,
Securities Fraud ,
Securities Litigation ,
Securities Violations ,
Unregistered Securities
Northern District of California Dismisses Shareholder Derivative Suit Concerning Lack of Diversity; Delaware Court of Chancery Dismisses Stockholder Suit Against Medical Device Company for Failure to Plead Demand Futility;...more
9/8/2021
/ Appeals ,
Board of Directors ,
Breach of Duty ,
Class Action ,
Corporate Officers ,
Derivative Suit ,
Dismissals ,
Diversity ,
False Statements ,
Fiduciary Duty ,
Initial Public Offering (IPO) ,
Investment Adviser ,
Investment Companies ,
Investment Company Act of 1940 ,
Material Misstatements ,
Misleading Statements ,
Money Laundering ,
Omissions ,
Private Equity Funds ,
Proxy Statements ,
Putative Class Actions ,
Securities Fraud ,
Securities Litigation ,
Shareholder Litigation ,
Special Purpose Acquisition Companies (SPACs)
Northern District of California Kicks Shareholder Derivative Suit Against Alphabet, Inc. For Failing to Allege Demand Futility; Rare Securities “Holder’s Claim” Trial Results in Jury Verdict for Defendants; Delaware Court of...more
8/17/2021
/ Appeals ,
Board of Directors ,
Breach of Duty ,
Demand Futility ,
Derivative Suit ,
Discovery ,
Dismissals ,
False Statements ,
Fiduciary Duty ,
Investors ,
Jury Verdicts ,
McDonalds ,
Misleading Statements ,
Motion to Amend ,
PSLRA ,
Putative Class Actions ,
Race Discrimination ,
Remand ,
Securities Fraud ,
Securities Litigation ,
Securities Violations ,
Sexual Harassment ,
Shareholder Litigation ,
Shareholders ,
Unjust Enrichment
SCOTUS Grants Certiorari to Decide Whether Automatic Discovery Stay Applies to Securities Act Cases in State Court; Delaware Court of Chancery Dismisses Stockholder Suit Against FedEx for Failure to Make Pre-Litigation...more
7/29/2021
/ Appeals ,
Automatic Stay ,
Board of Directors ,
Breach of Duty ,
Certiorari ,
Class Certification ,
Coronavirus/COVID-19 ,
DE Supreme Court ,
Derivative Suit ,
Discovery ,
Dismissal With Prejudice ,
Federal Rules of Civil Procedure ,
Fiduciary Duty ,
Investors ,
Misleading Statements ,
Misrepresentation ,
Motion to Dismiss ,
Popular ,
Private Securities Litigation Reform Act of 1995 ,
PSLRA ,
Remand ,
Reversal ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Securities Litigation ,
Standard of Review ,
State Courts ,
Stock Prices ,
Vacated
Former Theranos CEO Denied Attorney-Client Privilege Over Communications with Company Attorneys; District of Massachusetts Allows Putative Securities Class Action to Proceed Against OvaScience Investors; Delaware Chancery...more
6/16/2021
/ Attorney-Client Privilege ,
Board of Directors ,
Breach of Duty ,
Client Representation ,
Coronavirus/COVID-19 ,
Corporate Officers ,
Derivative Suit ,
Dismissals ,
Engagement Letters ,
Fiduciary Duty ,
Health and Safety ,
Initial Public Offering (IPO) ,
Insider Trading ,
Investors ,
Public Statements ,
Putative Class Actions ,
Securities Litigation ,
Securities Violations ,
Shareholders ,
Standing ,
Unjust Enrichment
A Win for Deal Certainty, Delaware Court of Chancery Orders Closing of Cake Supplier Acquisition; Under Armour to Pay $9M to Settle SEC Charges Involving Disclosure Failures; First Circuit Upholds Decision Applying Federal...more
5/19/2021
/ Acquisitions ,
Board of Directors ,
Breach of Duty ,
Business Judgment Rule ,
Buyers ,
Buyouts ,
Cease and Desist ,
Civil Monetary Penalty ,
Controlling Stockholders ,
Debt Financing ,
Dismissals ,
Failure To Disclose ,
Fiduciary Duty ,
Foreign Investment ,
Going-Private Transactions ,
Investors ,
Minority Shareholders ,
Motion to Dismiss ,
Partial Summary Judgments ,
Publicly-Traded Companies ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Fraud ,
Securities Regulation ,
Securities Violations ,
Sellers ,
Settlement Agreements ,
Solicitation