On April 28, 2022, the California Court of Appeal issued a much-anticipated decision in Wong v. Restoration Robotics, Case No. A161489, enforcing a forum selection clause contained in a corporate charter provision that required all claims under the Securities Act of 1933 to be brought in federal court. Such forum selection provisions — known as federal forum provisions or FFPs — were broadly implemented in the wake of the United States Supreme Court’s decision in Cyan, Inc. v. Beaver County Employees’ Retirement Fund, 138 S. Ct. 1061 (2018). In Cyan, the Court held that state courts retain concurrent jurisdiction over claims arising under the Securities Act, and unleashed a wave of wasteful parallel litigation in federal and state court. Through bylaw and charter provisions, many companies sought to avoid these harmful consequences by requiring that Securities Act claims be brought exclusively in federal court.
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