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Corporate Governance False Statements

Fenwick & West LLP

SEC v. SolarWinds: Court Dismisses the Majority of the SEC’s Securities Fraud Claims

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On July 18, Judge Paul Engelmayer of the Southern District of New York issued a lengthy order dismissing the majority of the SEC’s enforcement case against SolarWinds Corporation (SolarWinds) and its CISO, Timothy Brown. The...more

Vinson & Elkins LLP

Oversold and Underdelivered: SEC Charges Former Startup CEO with “AI Washing” Securities Fraud

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On June 11, 2024, the United States Securities and Exchange Commission (the “SEC”) charged Illit Raz, the former CEO and founder of the since-shut-down artificial intelligence recruiting startup Joonko Diversity Inc....more

Bass, Berry & Sims PLC

It Happened! ESG Task Force’s First Enforcement Action

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In March 2021, the Securities and Exchange Commission’s (SEC) then-acting chair, Allison Herren Lee, announced the creation of an Environmental, Social and Governance (ESG) Task Force within the SEC’s Division of Enforcement....more

Jenner & Block

SEC Enforcement Division's ESG Task Force "Lifts the Vale" on Its Scrutiny of ESG Disclosures

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Since early 2021, the SEC has emphasized that ESG-related issues are important to investors and a key SEC disclosure and enforcement priority. Although the agency’s heightened focus on these issues led to the recent proposal...more

Mayer Brown Free Writings + Perspectives

SEC's ESG Task Force Brings 1st Case Against Brazilian Mining Co., Alleging Material Misstatements About Dam Safety

On April 28, 2022, the U.S. Securities and Exchange Commission (SEC) charged Vale S.A. (Vale), a publicly traded Brazilian mining company and one of the world’s largest iron ore producers, with making false and misleading...more

WilmerHale

SEC Climate & ESG Task Force Enforces on “E” and “S”

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On April 28, 2022, the Securities and Exchange Commission (SEC) announced an action against Brazilian mining company, Vale S.A., in relation to an environmental and social catastrophe: the collapse of its Brumadinho dam in...more

Cadwalader, Wickersham & Taft LLP

ESG Enforcement Watch: SEC Files Fraud Complaint against Brazilian Miner, Vale, over False Safety Claims prior to Environmental...

Summary - In an important development, on April 28, 2022, the Securities and Exchange Commission (SEC) commenced an action in the United States District Court for the Eastern District of New York in which it asserted that...more

Dorsey & Whitney LLP

Cybersecurity, False Statements and Omissions

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Cybersecurity and the related disclosures can be critical issues for any company in today’s environment. This question is at the center of a recent decision by the Fourth Circuit Court of Appeals....more

Goodwin

Talking The Talk Versus Walking The Walk: Shareholder Suits Aim To Push Board Diversity And Punish Companies Supposedly Failing To...

Goodwin on

A lot of attention has been paid to board diversity – or lack thereof – in recent months. California enacted AB-979, which expanded upon California’s earlier gender diversity law and requires boards to make strides in other...more

BCLP

Lawsuits challenge alleged false proxy statements about commitment to diversity

BCLP on

A well-known plaintiffs’ law firm recently filed derivative lawsuits against four prominent companies, alleging false proxy disclosures and breaches of fiduciary duties. The allegations focus on the absence of Black directors...more

Jones Day

Managing Legal Risks From ESG Disclosures Under U.S. Law

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Whether on their own initiative or in response to pressure from regulators, consumers, or activist shareholders, many issuers are disclosing more and more about their environmental, social, and governance ("ESG") practices....more

Whitman Legal Solutions, LLC

Orchestra Performances and Basic Honesty Analysis in Rule 10b-5 Cases

In Janus Capital Group Inc. v. First Derivative Traders, the US Supreme Court appeared to apply a similar standard to Rule 10b-5 securities fraud cases. Under Janus, the Court appeared to hold that only someone who has the...more

Foley & Lardner LLP

Counsel: Remember to Take a Look at the C-Suite

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Recent events involving the former chief executive officer of Energy XXI serve as a reminder that chapter 11 counsel, committees and committee counsel should take a closer look at the C-suite. This is especially true when a...more

Seyfarth Shaw LLP

Securities and Corporate Governance Litigation Quarterly

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Welcome to the fourth issue of Securities and Corporate Governance Litigation Quarterly, Seyfarth’s quarterly publication of the Securities & Financial Litigation Group focusing on decisions or other items of interest for...more

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