The California Supreme Court handed a major victory to Delaware corporations facing shareholder litigation in California courts but left open questions about how durable the success will be.
In EpicentRX v. Superior Court...more
8/7/2025
/ CA Supreme Court ,
Contract Terms ,
Corporate Charters ,
Corporate Governance ,
Delaware ,
Delaware General Corporation Law ,
Forum Selection ,
Jurisdiction ,
Jury Trial ,
Shareholder Litigation ,
Shareholders
On Nov. 13, the U.S. Supreme Court heard oral argument in Nvidia Corp. v. E. Ohman J:or Fonder AB, which has been widely followed given its potential impact on motions to dismiss in securities class actions. After oral...more
On April 12, 2024, the U.S. Supreme Court took a significant step to curb securities fraud suits based on alleged omissions in SEC filings. The Supreme Court held in Macquarie Infrastructure Corporation v. Moab Partners, L.P....more
On May 18, 2022, the US Court of Appeals for the Fifth Circuit issued its decision in Jarkesy v. SEC, vacating a Securities and Exchange Commission (SEC) decision in an enforcement action brought as an administrative...more
This article follows an earlier Client Alert titled COVID-19: An Early Look at Securities Act Litigation Amid COVID-19. In that alert, we anticipated that there would be an increase in Securities Act filings involving claims...more
5/26/2021
/ Class Action ,
Coronavirus/COVID-19 ,
Corporate Counsel ,
Corporate Governance ,
Enforcement Actions ,
Financial Reporting ,
Initial Public Offering (IPO) ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Securities Regulation ,
Securities Violations
While the global pandemic may have disrupted many industries, it has not stopped plaintiffs from continuing to file COVID-19-related securities fraud class actions under Section 10(b) of the Securities Exchange Act. As we...more
As noted in our earlier alert concerning securities enforcement actions, as COVID-19 spread swiftly across the United States in the early months of 2020, the Securities and Exchange Commission (SEC) began issuing warnings...more
On March 18, 2020, in a landmark ruling in Salzberg v. Sciabacucchi, No. 346, 2019 (Del. March 18, 2020), the Delaware Supreme Court upheld the validity of provisions included in a Delaware corporation’s certificate of...more
As noted in our earlier alert concerning securities fraud litigation under Section 10(b) of the Securities Exchange Act, the spread of COVID-19 and its effect on the global economy have caused extreme market volatility and,...more
In the wake of recent unexpected changes in the way that companies do business, the goods and services that consumers demand, and the accompanying market volatility, plaintiffs have begun filing securities fraud complaints...more
5/4/2020
/ Class Action ,
Coronavirus/COVID-19 ,
Cruise Ships ,
Disclosure Requirements ,
False Statements ,
Material Misstatements ,
Pharmaceutical Industry ,
Securities Exchange Act ,
Securities Fraud ,
Securities Litigation ,
Virus Testing ,
Zoom®
COVID-19 has had an unprecedented effect on the securities and derivatives markets. Public companies and market participants face significant operational challenges and unpredictability, including evolving and novel...more
On March 18, 2020, in a landmark ruling in Salzberg v. Sciabacucchi, No. 346, 2019 (Del. Mar. 18, 2020), the Delaware Supreme Court upheld the validity of provisions of corporate articles of incorporation that require...more
3/20/2020
/ Articles of Incorporation ,
Bylaws ,
Cyan Inc v Beaver Cty Emps Ret Fund ,
DE Supreme Court ,
Delaware General Corporation Law ,
Forum Selection ,
Initial Public Offering (IPO) ,
Reversal ,
Securities Act of 1933 ,
Securities Litigation ,
Venue
The Supreme Court yesterday took a significant step to expand the universe of actors who can be held liable for a false statement under the federal securities laws. The Supreme Court held in Lorenzo v. SEC that a person who...more
3/29/2019
/ Appeals ,
Enforcement Actions ,
False Statements ,
Fines ,
Intent to Defraud ,
Investment Banks ,
Lorenzo v SEC ,
Material Dissemination ,
Misleading Statements ,
Reaffirmation ,
Rule 10b-5 ,
SCOTUS ,
Securities and Exchange Commission (SEC) ,
Securities Violations ,
Suspensions
Predicting the future has become a critical skill for lawyers—at least when it comes to budgeting for case work. Clients want as much certainty as possible for planning and allocating legal expenses, which inherently carry...more