Securities Exchange Act, SCOTUS

Second Circuit Dismisses Rule 10b-5 Claims Based On Pure Omissions Theory Following Remand From The United States Supreme Court

A&O Shearman on 9/18/2024

On August 19, 2024, the United States Court of Appeals for the Second Circuit dismissed, on remand from the United States Supreme Court, putative class action claims brought under Section 10(b) of the Securities Exchange Act...more

Top 5 SEC Enforcement Developments for June 2024

Morrison & Foerster LLP on 7/16/2024

Each month, we publish a roundup of the most important SEC enforcement developments for busy in-house lawyers and compliance professionals. This month, we examine: •The Supreme Court’s Jarkesy decision and its impact on the...more

The Consequential Impact of the Supreme Court’s Monumental Ruling in SEC v. Jarkesy

Paul Hastings LLP on 7/12/2024

On June 27, 2024, the Supreme Court of the United States issued its decision in SEC v. Jarkesy, holding that the Securities and Exchange Commission (“SEC”) must prosecute securities fraud before a federal court whenever it...more

Jarkesy: SEC Change-Up - The Supreme Court Curbs the Use of Administrative Courts for Litigated Fraud Claims and Civil Penalties

Venable LLP on 7/8/2024

In a landmark decision issued last week, SEC v. Jarkesy, the Supreme Court held that the Seventh Amendment guarantees a defendant a jury trial when the SEC seeks civil penalties against the defendant for committing securities...more

Supreme Court Limits SEC’s In-House Adjudication

Troutman Pepper on 7/5/2024

On June 27, the U.S. Supreme Court released a 6-3 decision in SEC v. Jarkesy, et al., ending the Securities and Exchange Commission’s (SEC) long-standing use of in-house administrative law judge (ALJ) tribunals in cases where...more

Classified Monthly: A Roundup of Class Action Decisions From Federal Appellate Courts May 2024

Carlton Fields on 7/1/2024

The Roundup covers notable class action decisions each month from federal appellate courts, as well as notable Supreme Court class action cert petitions....more

Top 5 SEC Enforcement Developments for April 2024

Morrison & Foerster LLP on 5/21/2024

Each month, we publish a roundup of the most important SEC enforcement developments for busy in-house lawyers and compliance professionals. This month, we examine: •The SEC’s first “Shadow Trading” trial; •SCOTUS’s...more

No Good Deed Goes Unpunished: When Employers’ Good Intentions Inadvertently Create Increased Risk

Proskauer Rose LLP on 5/20/2024

Employment lawsuits typically involve allegations of an employer’s wrongdoing – claims that the employer or its agents intended to and did mistreat, discriminate, or retaliate against employees. However, these “bad actor”...more

Supreme Court Holds “Pure Omissions” Are Not Actionable Under Rule 10b-5(b)

Sheppard Mullin Richter & Hampton LLP on 4/23/2024

In Macquarie Infrastructure Corp. v. Moab Partners, No. 22-1165, 2024 WL 1588706 (U.S. Apr. 12, 2024) (“MIC”), the United States Supreme Court (Sotomayor, J.) held unanimously that “pure omissions” in a Securities and...more

Client Alert: Supreme Court Clarifies that Pure Omissions Under Item 303 of Reg. S-K Are Not Actionable Under Rule 10b–5(b)

Jenner & Block on 4/17/2024

On April 12, 2024, in Macquarie Infrastructure Corp. v. Moab Partners, L.P., the US Supreme Court held that a company’s mere failure to disclose information required by management’s discussion and analysis (Item 303 of SEC...more

Supreme Court Unanimously Holds Item 303 Violation, Standing Alone, Cannot Support A “Pure Omission” Claim Under Section 10(b) Of...

A&O Shearman on 4/16/2024

On April 12, 2024, the United States Supreme Court unanimously reversed a decision of the United States Court of Appeals for the Second Circuit which held that Section 10(b) of the Securities Exchange Act of 1934 permitted a...more

Supreme Court Holds Item 303 Omissions Are Not Actionable Under Section 10(b) of Exchange Act

Skadden, Arps, Slate, Meagher & Flom LLP on 4/15/2024

On April 12, 2024, the Supreme Court unanimously reversed and vacated the Second Circuit’s decision in Macquarie Infrastructure Corporation v. Moab Partners, L.P. Justice Sonia Sotomayor delivered the opinion for the Court....more

Inside the Courts – An Update From Skadden Securities Litigators - February 2024

Skadden, Arps, Slate, Meagher & Flom LLP on 3/5/2024

Securities Class Actions Show No Signs of Slowing in 2024 - Key Points - While the volume of securities class actions filings has remained consistently elevated over the past several years, the composition of the class...more

Supreme Court Considers Whether An Item 303 Violation, Standing Alone, Can Support An Exchange Act Claim

A&O Shearman on 1/31/2024

On January 16, 2024, the Supreme Court of the United States heard oral argument in Macquarie Infrastructure Corp. v. Moab Partners, No. 22-1165, a case considering whether a private plaintiff may plead a claim under Section...more

Top 5 SEC Developments (November 2023)

Morrison & Foerster LLP on 12/18/2023

Each month, we publish a roundup of the most important SEC enforcement developments for busy in-house lawyers and compliance professionals. This month, we examine: • The SEC’s announcement of its Fiscal Year 2023 enforcement...more

Item 303 Circuit Split to be Heard in the Next SCOTUS Term

Vinson & Elkins LLP on 10/10/2023

On September 29, 2023, the U.S. Supreme Court agreed to weigh in on the validity of a familiar allegation in private securities litigation—that a failure to disclose under Item 303 of Regulation S-K (“Item 303”) supports a...more

Supreme Court to Decide Scope of Potential Liability Based on MD&A in Annual Reports

Goodwin on 10/3/2023

On September 29, the Supreme Court agreed to hear a case that could significantly affect the scope of corporate liability under the securities laws. Lower courts disagree on whether the SEC-required “management’s discussion...more

Second Circuit Holds That Syndicated Term Loans Are Not Securities

Akin Gump Strauss Hauer & Feld LLP on 8/30/2023

Key Points - On August 24, 2023, a three-judge panel of the 2nd Circuit unanimously held that the syndicated term loans at issue were not “securities” under the test articulated by the Supreme Court in Reves v. Ernst &...more

Second Circuit Clarifies the Circumstances in Which Presumptions Can Be Used To Support Federal Securities Fraud Class Action...

Mintz - Securities Litigation Viewpoints on 8/23/2023

On August 10, 2023, the U.S. Court of Appeals for the Second Circuit took an important step in Arkansas Teacher Retirement System v. Goldman Sachs Group toward clarifying the circumstances in which federal class action...more

The Axon Side-Step: Defendants’ New Dance to Avoid Agency Enforcement Actions

Proskauer - Minding Your Business on 7/18/2023

The FTC and SEC have their own administrative dispute resolution regime, presided over by their own administrative judges (“ALJs”). Until now, those regimes were virtually immune from attack on a constitutional basis, because...more

Inside the Courts – An Update From Skadden Securities Litigators - May 2023

Skadden, Arps, Slate, Meagher & Flom LLP on 6/1/2023

Supreme Court Hears Argument on Traceability Requirement in Circuit-Split Slack v. Pirani - Key Points - - Before the end of June, the U.S. Supreme Court is expected to issue a decision in a high-profile securities case...more

Supreme Court Decision in Axon Enterprise, Inc. v. FTC Has Wide Reaching Implications for Administrative Enforcement Proceedings

Patterson Belknap Webb & Tyler LLP on 5/10/2023

On April 14, 2023, the Supreme Court issued a consolidated opinion in Axon Enterprise, Inc. v. FTC and SEC v. Cochran.[1] We previously covered the oral argument in these cases here. These cases address whether respondents...more

Unanimous Supreme Court Decision Allows for Early Challenges to Federal Agency Enforcement Actions

Troutman Pepper on 4/21/2023

On April 14, the Supreme Court unanimously held that federal district courts have jurisdiction to review constitutional challenges to the structures of the Federal Trade Commission (FTC) and Securities and Exchange Commission...more

Supreme Court Deals Latest Setback to Government’s Use of ALJs in Consolidated Axon Enterprise v. FTC and SEC v. Cochran Decision

Morrison & Foerster LLP on 4/20/2023

In a setback to the SEC’s and other federal agencies’ use of administrative law judges (“ALJs”) to conduct in-house enforcement proceedings, the U.S. Supreme Court recently issued a unanimous decision in Axon Enterprise, Inc....more

Supreme Court Unanimously Rules in Favor of Axon: Challenges to Constitutionality of FTC Structure/Process May Proceed in Federal...

Stevens & Lee on 4/18/2023

In previous posts we discussed Axon Enterprise, Inc. v. Federal Trade Commission, a case then being considered by the U.S. Supreme Court involving the question of whether parties seeking to undertake a transaction subject to...more

Securities Exchange Act › Supreme Court of the United States

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