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SCOTUS Ruling: Pure Omissions Are Not Actionable Under Rule 10b-5

On April 12, 2024, the U.S. Supreme Court issued an important decision in the case of Macquarie Infrastructure Corp. v. Moab Partners, L.P., No. 22-1165. Justice Sotomayor, writing for a unanimous Court, ruled that “pure...more

Fourth Circuit Rules Omission of Marriott’s Data Vulnerabilities Not Actionable Because Challenged Statements Were Not False When...

Key Points - Fourth Circuit points to SEC guidance on “less is more” approach to cybersecurity disclosures, while finding such disclosures did not violate federal securities laws. Omissions of data vulnerabilities were...more

National Defense Authorization Act Boosts SEC’s Disgorgement Authority and Ability to Seek Other Equitable Relief

Amendments Come on the Heels of Supreme Court Decisions on SEC Disgorgement - On January 1, 2021, Congress passed the National Defense Authorization Act (NDAA). Embedded in the NDAA’s more than 1,400 pages is Section...more

U.S. Supreme Court: Disseminators of False Statements with Intent to Defraud can be Held Liable Under Securities Exchange Act Rule...

• The United States Supreme Court held that a disseminator of a false statement with intent to defraud can be held liable under subsections (a) and (c) of Rule 10b-5, §10(b) of the Exchange Act and §17(a)(1) of the Securities...more

Government Agencies Face Uncertainty After Supreme Court Rules That SEC ALJs Must Be Appointed

• SEC ALJs are “Officers of the United States” within the meaning of the Appointments Clause and therefore must be appointed directly by the SEC. The Court’s decision may permit litigants in prior and pending administrative...more

SEC Issues 2016 Examination Priorities Targeting EB-5 Program

On January 11, the Securities and Exchange Commission’s (SEC) Office of Compliance Inspections and Examinations (OCIE) announced its examination priorities for this year. Cybersecurity, municipal advisors and the protection...more

2nd Circuit Splits, Holds Reporting to SEC Not Necessary for Dodd-Frank Protection

On September 10, 2015, the 2nd Circuit, in Berman v. Neo@Ogilvy LLC, issued a divided opinion concerning the scope of protections offered by the Dodd-Frank Wall Street Reform and Consumer Protection Act. In a 2-1 decision,...more

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