News & Analysis as of

Corporate Counsel Securities

Proskauer - Whistleblower Defense

SEC Announces Slew of Enforcement Actions Regarding Whistleblower Protection Rule

The SEC recently announced the settlement of multiple enforcement actions for violations of its whistleblower protection rule, which prohibits “any action to impede an individual from communicating directly with the...more

Miller Canfield

Redefining Insider Trading: The SEC's Groundbreaking Theory in the Panuwat Case

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In SEC v Panuwat, a federal jury in California will hear a novel insider trading theory that the court has allowed to proceed to trial. In Panuwat, the SEC says it is unlawful for an individual to purchase securities of a...more

Bennett Jones LLP

Securities Class Actions Round-Up

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In an active year in securities class actions, Canadian courts have provided new guidance and clarity in a number of important areas. Below we briefly review a number of significant decisions in Canadian securities class...more

BakerHostetler

Jury Finds Former NFT Marketplace Manager Guilty of 'Insider Trading' Wire Fraud Scheme and Money Laundering

BakerHostetler on

On May 3, 2023, a jury found Nathaniel Chastain, a former manager of OpenSea (a major NFT marketplace), guilty of wire fraud and money laundering in connection with his attempts to conceal his use of confidential business...more

Dechert LLP

Cryptocurrency Securities Class Action Litigation 2022 Year Review

Dechert LLP on

The 2022 decline in the cryptocurrency and digital assets market resulted in a year with more crypto securities class action litigation than any previous year. This article explores the 2022 crypto securities class action...more

BakerHostetler

U.S. District Court Signals That In Certain Cases, NFTs May Qualify as Securities

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Dapper Labs was founded in 2018 shortly after the debut of its first NFT collection, “CryptoKitties,” which was so successful it created a bottleneck of transactions on the decentralized Ethereum Network. Seeking faster...more

Goodwin

2022 Year in Review: Securities Litigation Against Life Sciences Companies

Goodwin on

We are proud to present our seventh annual Securities Litigation Year in Review publication, in which we analyze data for securities class actions filed nationally against publicly traded pharmaceutical, biotechnology,...more

Pillsbury Winthrop Shaw Pittman LLP

SEC Enforcement: 2022 Year in Review

On the heels of record-breaking enforcement in 2022, expect continued aggressive pursuit of Chair Gensler’s priorities in 2023. The SEC will continue to bring its considerable resources to bear to address ESG-related...more

Skadden, Arps, Slate, Meagher & Flom LLP

Skadden’s 2023 Insights – Five Critical Areas for the Year Ahead

The pandemic’s impact may be subsiding, but businesses are encountering new challenges across the globe, including the potential for an economic retrenchment, rising interest rates, shifting regulatory and litigation...more

Bradley Arant Boult Cummings LLP

Securities and Exchange Commission Announces FY 2022 Enforcement Results

On November 15, 2022, the Securities and Exchange Commission announced the results of its Division of Enforcement activity for the 2022 fiscal year. Actions speak louder than words and—while the Commission issued several...more

Goodwin

Delaware Court of Chancery Holds Buzzfeed Not Bound by Pre-SPAC Merger Employment Agreements

Goodwin on

On October 28, 2022, Vice Chancellor Morgan T. Zurn of the Delaware Court of Chancery ruled that the declaratory action brought by Buzzfeed Inc. against 91 current and former employees is not bound by arbitration provisions...more

Kramer Levin Naftalis & Frankel LLP

The SEC’s Limited Guidance on Crypto Tokens in No-Action Letters

The Securities and Exchange Commission (SEC or Commission) has been accused of “regulation by enforcement” when it comes to the standard for determining whether a crypto token is a security. Part of this stems from the fact...more

J.S. Held

Crosscurrents: J.S. Held’s Environmental, Social & Governance Observations (Fiduciary Duties Become Political)

J.S. Held on

The Attorneys General for both Indiana and Louisiana have issued opinions that environmental, social, and governance (ESG) criteria violate the fiduciary duty owed to corporate investors absent full disclosure of the use of...more

ArentFox Schiff

All Your Ether (Are) Belong To US: SEC Claims Jurisdiction Over Entire Ethereum (ETH) Network

ArentFox Schiff on

The US Securities and Exchange Commission (SEC) has filed an enforcement action against crypto influencer Ian Balina in the Western District of Texas alleging that he promoted unregistered securities in connection with the...more

Wilson Sonsini Goodrich & Rosati

Inflation Reduction Act Signed into Law: Important Tax Provisions and Energy Incentives You Need to Know

On August 12, 2022, the U.S. House of Representatives approved H.R. 5376, the "Inflation Reduction Act" (the Act), which was signed into law by President Biden on August 16, 2022. The approval and subsequent enactment follow...more

Allen Matkins

If You Filed This Notice Of Exemption With The DFPI, You Have Filed It In The Wrong Place

Allen Matkins on

Section 25102.5 of the California Corporations Code exempts from the issuer qualification requirement of the Corporate Securities Law of 1968 a "transaction" that is the sale of: (i)  a series of notes secured directly by an...more

Allen Matkins

A Truly Piscatory Exemption

Allen Matkins on

California's blue sky law, the Corporate Securities Law of 1968, generally requires that offers and sales of securities be qualified unless the security or transaction is exempt or not subject to qualification.  Most...more

Bennett Jones LLP

Securities Administrators Invite Public Comment on Proposed Business Conduct Rules for Derivatives Dealers

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The Canadian Securities Administrators (the CSA) have invited public comment on Proposed National Instrument 93-101 Derivatives: Business Conduct Rules (the Proposed Business Conduct Rules) which would apply to dealers in...more

A&O Shearman

Seventh Circuit Rules Aerospace Company Cannot Use Bylaws To Avoid Federal Securities Claims

A&O Shearman on

On January 7, 2022, a split panel of the United States Court of Appeals for the Seventh Circuit reversed the dismissal of claims under Section 14(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) against the...more

Tonkon Torp LLP

Recent Court Decision Sheds Light on Cryptocurrency Treatment Under Securities Law

Tonkon Torp LLP on

A recent class certification decision (Williams v. Kucoin et al.[1]) from a magistrate judge in the Southern District of New York provides insight on how courts view those who enable trading in cryptocurrencies and...more

Allen Matkins

Court Rules "Thoughtful," "Disciplined," and "Dynamic" Are But Short Blasts Of Wind

Allen Matkins on

Semper Midas Fund, Ltd was formed for to invest primarily in mortgage-related instruments.  Five months after investing over $300,000 in the fund, the Alan Kalin was told that that the fund had lost over 50% of its value. ...more

Allen Matkins

Securities Claim Fails Because Option Exercise Is Not A Sale

Allen Matkins on

A recent decision by the Nevada Supreme Court highlights the definition of "sale" in Section 25017 of the California Corporations Code.  The suit arose from the plaintiff's claim that certain facts were not disclosed to him...more

WilmerHale

China Tightens Control Over Overseas Securities Listings in Name of Data Security

WilmerHale on

On July 6, the General Office of the Central Committee of China’s Communist Party and the General Office of the State Council jointly issued the Opinions on Strictly Cracking Down on Illegal Securities-related Activity in...more

Carlton Fields

Considerations for Use of Arbitration Agreements to Curtail Class Claims

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May 21, 2019, marks the one-year anniversary of the U.S. Supreme Court’s decision in Epic Systems Corp. v. Lewis, which upheld the use of class action waivers in employee arbitration agreements....more

Skadden, Arps, Slate, Meagher & Flom LLP

The Current State of Cryptocurrency Enforcement and Securities Litigation

On April 24, 2019, Skadden hosted a webinar titled “The Current State of Cryptocurrency Enforcement and Securities Litigation.” The presented topics largely focused on the SEC’s evolving regulatory approach to cryptocurrency...more

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