A month ago, the U.S. Supreme Court seemed on the verge of deciding two securities law cases that could substantially limit plaintiffs’ ability to maintain securities fraud class actions against public companies. Now, the...more
12/17/2024
/ Appeals ,
Class Action ,
Dismissals ,
Facebook ,
Facebook Inc v Amalgamated Bank ,
NVIDIA ,
Nvidia Corp v E Ohman J or Fonder AB ,
Petition for Writ of Certiorari ,
Publicly-Traded Companies ,
SCOTUS ,
Securities ,
Securities Fraud
The U.S. Supreme Court has scheduled argument for November 6, 2024 in an important case involving risk-factor disclosures of public companies. At issue is whether a company’s risk disclosures can be treated as false or...more
11/5/2024
/ Certiorari ,
Disclosure Requirements ,
Form 10-K ,
Material Misstatements ,
Misleading Statements ,
Publicly-Traded Companies ,
Regulation S-K ,
Risk Assessment ,
SCOTUS ,
Securities ,
Securities Exchange Act ,
Securities Fraud
The U.S. Supreme Court recently agreed to hear an appeal of a Ninth Circuit decision that could have a significant impact on future securities fraud claims nationwide. At issue is how heavy a burden plaintiffs will bear in...more
As discussed in our September 1, 2021 post, the SEC brought its first “shadow insider trading” case against Matthew Panuwat, a company employee who purchased options in a competitor’s shares shortly after learning his...more
6/14/2024
/ Confidential Information ,
Corporate Governance ,
Criminal Convictions ,
Criminal Prosecution ,
Enforcement Actions ,
Insider Trading ,
Material Nonpublic Information ,
Materiality ,
Misappropriation ,
Publicly-Traded Companies ,
Risk Mitigation ,
Securities and Exchange Commission (SEC) ,
Securities Fraud
Corporate executives know they must disclose in their companies’ financial statements trends or uncertainties affecting their business. Such disclosure is a requirement of Item 303 of SEC Regulation S-K....more
3/19/2024
/ C-Suite Executives ,
Corporate Governance ,
Disclosure Requirements ,
Enforcement Actions ,
Failure To Disclose ,
Material Misrepresentation ,
MD&A Statements ,
Misrepresentation ,
Publicly-Traded Companies ,
Regulation S-K ,
Rule 10b-5 ,
Securities and Exchange Commission (SEC) ,
Securities Fraud ,
Securities Litigation ,
Securities Regulation ,
Shareholder Litigation ,
Split of Authority
Amidst all the controversy and legal proceedings involving Elon Musk, one could overlook the fact that he and his company Tesla are on trial now in U.S. District Court for securities fraud. Yet they are: a jury has been...more
Federal, state and local law enforcement and consumer protection agencies have been issuing alerts and investigating cases regarding efforts by fraudsters to exploit the coronavirus crisis for profit. The SEC is taking...more
A decision last week from the U.S. District Court for the Southern District of New York illustrates the broad reach of prosecutors and regulators in pursuing recipients of insider trading tips, despite the case-law...more
12/14/2018
/ Appeals ,
Breach of Duty ,
Dirks v SEC ,
Embezzlement ,
Fraud ,
Illegal Tipping ,
Insider Trading ,
Judge Rakoff ,
Motion to Dismiss ,
Personal Benefit ,
Rule 10b-5 ,
Securities Act of 1933 ,
Securities Fraud ,
US v Newman ,
US v Salman