In a recent decision, the Delaware Supreme Court clarified the proper standard to apply to a non-freeze-out merger transaction involving a controlling stockholder. Litigators who practice in the Delaware Court of Chancery are...more
5/13/2024
/ Breach of Duty ,
Business Judgment Rule ,
Business Litigation ,
Controlling Stockholders ,
Corporate Sales Transactions ,
DE Supreme Court ,
Entire Fairness Standard ,
Fiduciary Duty ,
Freeze-Out Mergers ,
Merger Challenges ,
Spinoffs ,
Standard of Review
Answering a precise question increasingly raised by securities fraud plaintiffs, the United States Supreme Court held in Macquarie Infrastructure Corp. v. Moab Partners that a failure to disclose information cannot support a...more
4/22/2024
/ Disclosure Requirements ,
Failure To Disclose ,
Financial Services Industry ,
Macquarie Infrastructure Corp v Moab Partners LP ,
Omissions ,
Rule 10b-5 ,
SCOTUS ,
Securities and Exchange Commission (SEC) ,
Securities Fraud ,
Securities Regulation ,
Securities Violations
California recently passed the Voluntary Carbon Market Disclosures Act (AB 1305) (VCMDA). The new “anti-greenwashing” law is one of the first laws in the U.S. to not only regulate the voluntary carbon market, but also require...more
On June 10, 2020, the US Court of Appeals for the Ninth Circuit affirmed the dismissal of a putative securities fraud class action against Endologix, Inc., a medical device company, on the grounds that the shareholder’s core...more
6/23/2020
/ FDA Approval ,
Food and Drug Administration (FDA) ,
Inflated Projections ,
Medical Devices ,
Misleading Statements ,
Pharmaceutical Industry ,
PSLRA ,
Publicly-Traded Companies ,
Putative Class Actions ,
Scienter ,
Securities Fraud ,
Securities Litigation ,
Stock Drop Litigation