Shareholders, Fraud, Shareholder Litigation

SCOTX Ruling Confirms Individual Liability for Corporate Owners Who Commit Torts

Hicks Johnson on 1/15/2025

In Texas, as most other states, it is long settled that corporate agents are personally liable for their own tortious or fraudulent conduct—even if the conduct was done in their capacity as a corporate agent. Section 21.223...more

Court of Chancery Dismisses Aiding And Abetting Fraud Claim Against Corporate Officers And Directors On Grounds That A Corporation...

Morris James LLP on 6/21/2024

Urvan v. AMMO, Inc., Consol. C.A. No. 2023-0470 PRW (Del. Ch. Feb. 27, 2024, corrected Mar. 14, 2024) - It is an axiom of Delaware law that a corporation acts through its human agents. This principle informs the causes of...more

Shareholder Actions: Direct Vs. Derivative Suits

Hendershot Cowart P.C. on 11/15/2022

When it comes to protecting their interests – or the interests of the corporation – shareholders have unique rights to take legal action. They can file suit either on behalf of the corporation itself, known as a derivative...more

Grayscale Investments Petitions D.C. Circuit For Review Of SEC’s Decision To Disapprove Proposed Bitcoin Exchange-Traded Product

Goodwin on 7/14/2022

On June 29, 2022, Grayscale Investments, LLC petitioned the U.S. Court of Appeals for the District of Columbia for review of the U.S. Securities and Exchange Commission’s June 29, 2022 final order disapproving of an October...more

INSIGHT: Fifth Circuit ‘Home Cooking’ Ruling Harms Future U.S. Trade Partners

Miles & Stockbridge P.C. on 3/9/2020

A Fifth Circuit ruling that failed to enforce a roughly $123 million Moroccan judgment against haircare and liquor tycoon John Paul DeJoria harms trade relations between the U.S. and foreign nations. The authors, attorneys at...more

2019 Half-year in review: M&A legal and market developments

White & Case LLP on 1/24/2020

We set out in the attached Newsletter a number of interesting English court decisions and market developments which have taken place in the second half of 2019 and their impact on M&A transactions. This review looks at these...more

Court Holds That A Plaintiff Can Raise A Conspiracy To Breach Fiduciary Duty Claim Even Where The Party Who Owed Fiduciary Duties...

Winstead PC on 12/4/2019

In Klinek v. Luxeyard, Inc., a company sued its majority shareholder in a suit for breach of fiduciary duty arising from a pump-and-dump scheme and later settled that claim. No. 14-17-00899-C, 2019 Tex. App. LEXIS 9421 (Tex....more

District Of Delaware Finds Successful Section 220 Action Tolled Claims For Alleged Mismanagement

A&O Shearman on 9/18/2018

On September 4, 2018, Judge Leonard P. Stark of the United States District Court for District of Delaware ruled that a shareholder’s separate Section 220 action for books and records tolled claims against the managing...more

Chris Lazarini Analyzes "Common and Usual Meaning" Interpretation of Insurance Contracts

Bass, Berry & Sims PLC on 3/6/2018

Bass, Berry & Sims attorney Chris Lazarini analyzed a case in which UBS Puerto Rico sought to overcome its insurance carriers' refusal to defend and provide coverage for two civil actions, settlements with the SEC and FINRA...more

Withdraw a Dissolution Claim? Not So Fast

Farrell Fritz, P.C. on 4/17/2017

Article 11 of the Business Corporation Law governs dissolution of closely held New York business corporations. Article 11 has existed, more or less in its current form, for decades. Some of its provisions have been heavily...more

Delaware Court’s Finding of $148 Million Fraud by Dole CEO and General Counsel Offers Major Lessons in Take-Private Deals

Perkins Coie on 9/8/2015

The Delaware Chancery Court ordered Dole Food Co. Inc. CEO David Murdock and General Counsel Michael Carter to pay Dole shareholders $148 million for fraud in connection with the company’s 2013 take-private deal. The August...more

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