News & Analysis as of

Aiding and Abetting

Popular Insulated Cup Manufacturer In Hot Water Over Alleged Trade Secret Misappropriation

by Seyfarth Shaw LLP on

Tervis Tumbler Company, the maker of the infamous insulated tumblers, has found itself in hot water with a former supplier, Trinity Graphic. ...more

Court of Chancery Explains DGCL Section 141

by Morris James LLP on

Cummings v. Eden, C.A. 13007-VCS (February 20, 2018) - This decision is particularly helpful in clarifying the effect of Section 141 of the DGCL. A transaction that is passed by the vote of even a single disinterested...more

2nd Circ. Raises Bar For US Jurisdiction Over Foreign Banks

On Feb. 9, 2018, the Second Circuit decided SPV Osus Ltd. v. UBS AG , affirming the dismissal of UBS AG and related and unrelated foreign financial management companies from litigation brought by alleged victims of the...more

Declining To Find Enhanced Scrutiny Inapplicable To Post-Closing Damages Actions, Delaware Court Of Chancery Denies Motion For...

by Shearman & Sterling LLP on

On February 6, 2018, Vice Chancellor J. Travis Laster of the Delaware Court of Chancery denied a summary judgment motion by defendant Potomac Capital Partners II, LP (“Potomac”) in an action by stockholders challenging the...more

Institutions Beware - recent decisions indicate that aiding and abetting theory of liability may assume more importance under the...

Financial institutions have been increasingly subjected to actions seeking to hold them responsible for acts of international terrorism under Section 2333 of the Anti-Terrorism Act (ATA). However, recent decisions from the US...more

Thirty-Six Individuals Charged In Global Cybercrime Ring “Infraud”

by King & Spalding on

The United States Department of Justice (“DOJ”) recently indicted thirty-six individuals leading a global cybercrime ring for allegedly trafficking in stolen personal and financial information....more

Second Circuit Affirms Dismissal Of Claims, Finding No Personal Jurisdiction Where Defendants Were Not "At Home" In The Forum And...

by Shearman & Sterling LLP on

On February 9, 2018, the United States Court of Appeals for the Second Circuit affirmed the dismissal of aiding and abetting claims against UBS AG, AIA LLC, and their affiliated entities and individuals. SPV Osus Ltd. v. UBS...more

Asbestos/Insurance Coverage: New York Court Addresses Defense/Indemnity Obligations Related to Alleged Criminal Clean Air Act...

The New York Supreme Court (Appellate Division) addressed in a February 2nd decision whether three insurance companies had any obligation to defend or indemnify a company who was subject to criminal proceedings related to an...more

CFTC and DOJ File a Flurry of Spoofing Actions

On January 29, 2018, the Commodity Futures Trading Commission (CFTC) announced the filing of eight anti-spoofing enforcement actions: three settlements with financial institutions and five complaints filed in federal district...more

Split Third Circuit Holds Transfer By Non-Debtor Cannot Be Fraudulent Transfer

Refusing to rely on “equitable principles” when interpreting the Delaware Uniform Fraudulent Transfer Act (DUFTA), the Third Circuit (2-1 decision) in Crystallex Int’l Corp. v. Petroleos De Venezuela, S.A, et als. held that a...more

Portland Jury Awards $1 Million to Whistleblower

On January 17, 2018, a Portland, Oregon jury issued a verdict of $1 million in damages to a former employee who alleged that his employer retaliated against him for reporting misconduct. Zweizig v. Northwest Direct...more

Court Denied Preliminary Injunction To Breach-Of-Fiduciary-Duty Plaintiff Due To Delay In Seeking Relief

by Winstead PC on

In Embarcadero Techs., Inc. v. Redgate Software, Inc., a former employer sued four former employees and their new employer for a number of claims, including breach of fiduciary duty and aiding and abetting breach of fiduciary...more

Municipal Advisor Firm and Principal Charged with Fraudulent Practices and Breach of Fiduciary Duty as SEC Continues Enforcement...

by Bracewell LLP on

The SEC charged registered municipal advisor Malachi Financial Products, Inc. and its principal Porter B. Bingham with violations of Sections 15B(a)(5) and 15B(c)(1) of the Securities Exchange Act of 1934 (“Exchange Act”) and...more

Former Municipal Official in the Spotlight as SEC Files Complaint Charging Securities Fraud and DOJ Files Superseding Indictment...

by Bracewell LLP on

On November 21, 2017, the U.S. Securities and Exchange Commission (“SEC”) filed a complaint charging Oyster Bay, New York (the “Town”), along with its former Supervisor and Chief Executive Officer, John Venditto, with...more

Aiding & Abetting Fiduciary Breach - What is “Knowing Participation” by South Carolina Professionals?

by Nexsen Pruet, PLLC on

The South Carolina Supreme Court recently clarified liability for aiding and abetting a breach of fiduciary duty. In Bennett v. Carter, 2017 WL 5163467, the Supreme Court reversed summary judgment on a claim against lawyers...more

Arizona Allows Insured to Avoid Removal by Naming Adjuster as Defendant

by Jaburg Wilk on

In Chukly v. American Family Mut. Ins. Co., 2017 WL 3262541 (D.Ariz. Aug. 1, 2017) (Order), a breach of contract and insurance bad faith case arising from a homeowners claim after a microburst and “massive rain,” the Arizona...more

How an Uncommonly Silly Law Led to a Host of Very Consequential Supreme Court Decisions

by Cohen & Gresser LLP on

In 1879, Connecticut passed a law barring the use of “any drug, medicinal article or instrument for the purpose of preventing conception”; the penalty was“not less than fifty dollars” or between 60 days and one year in...more

UK Enacts New Offences of Corporate Facilitation of Tax Evasion

The Criminal Finances Act 2017 (the Act) will enter into force in the UK on September 30, 2017, creating new corporate criminal offences in respect of the facilitation of tax evasion. Adopting the same approach as the offence...more

Wait - Who Do You Work For Again?

Court of Appeals reverses judgment for bank customer on breach of fiduciary duty claim in case where representations in question were made by an individual that was not employed by the Bank at that time. In Gibson v....more

Delaware Court of Chancery Extends Business Judgment Rule Deference to Controller Transactions Involving Third-Parties

On August 18, 2017, the Delaware Court of Chancery granted defendants’ motion to dismiss a class action brought by former minority stockholders of Martha Stewart Living Omnimedia, Inc. (“MSLO”) against Martha Stewart and...more

Commercial Division Analyzes Choice-of-Law on an Element-by-Element Basis in Upholding Claim for Aiding and Abetting Breach of...

In Wantickets RDM, LLC v. Eventbrite, Inc., No. 654277/2016, 2017 BL 261099 (Sup. Ct. Jul. 21, 2017), New York Commercial Division Justice Shirley Werner Kornreich denied defendant Eventbrite’s motion to dismiss plaintiff...more

Does Disclosure Of Results Of Internal Investigation Constitute Subject Matter Waiver?

by Allen Matkins on

Last Friday, I wrote about one of the docketed appeals in Wynn Resorts, Limited v. Eight Jud. Dist. Ct., 41 Nev. Adv. Op. 52 (2017). Today’s post concerns the other docketed appeal in that case. This appeal addressed...more

Commissioner O’Rielly Again Targets Pirate Broadcasters and Their Supporters to Walk the Enforcement Plank

by Kelley Drye & Warren LLP on

Commissioner Michael O’Reilly called for stronger enforcement action to combat unauthorized “pirate” radio broadcasters in a statement before the Communications and Technology Subcommittee of the House Energy and Commerce...more

Court Finds That Breach Of Fiduciary Duty Claims Is Preempted By Trade Secrets Claim

by Winstead PC on

In Super Starr Int’l, LLC v. Fresh Tex Produce, LLC, a Texas entity that distributes produce throughout the United States filed suit against another Texas entity that imports foreign grown produce into the United States and...more

Delaware Chancery Court Dismisses Post-Closing Challenge To Two-Step Merger Under Corwin Finding Tendering Stockholders Were Fully...

by Shearman & Sterling LLP on

On July 13, 2017, Vice Chancellor Tamika Montgomery-Reeves of the Delaware Court of Chancery dismissed a former stockholder’s breach of fiduciary duty claims against the former directors of Diamond Resorts International...more

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