Everyone knows the names of the two major national stock exchanges: the New York Stock Exchange and the Nasdaq stock market. In fact, there are currently a total of 16 national stock exchanges in the United States, each with...more
Woodruff Sawyer has been a leader in the fund-level General Partnership Liability (GPL) space since the creation of this insurance product over 30 years ago. In today’s environment, it’s essential that venture capital,...more
For many years, plaintiffs’ lawyers have used Section 220 requests to harass Delaware corporations. Typically, books and records demands are intrusive and annoying—and nothing more. However, in some cases, plaintiffs have...more
7/10/2025
/ Books & Records ,
Corporate Governance ,
D&O Insurance ,
Delaware General Corporation Law ,
New Legislation ,
Regulatory Reform ,
Section 220 Request ,
Securities Litigation ,
Shareholder Litigation ,
Shareholder Rights ,
Texas
Private funds could be facing a Spider-Man problem. Let me explain. Because he was bitten by a radioactive spider, Spider-Man has superpowers. He can jump really high. He can shoot webs from his hands. When his...more
Normally, developments in corporate law are slow-moving—but not over the past year or so. Texas, among other jurisdictions, has been acting fast to capitalize on cracks in Delaware’s armor as the leading state of...more
As new Chair Paul Atkins begins to make his mark on the Securities and Exchange Commission, the news cycle has been heavily focused on crypto regulation. The SEC, however, is more than just a crypto regulator....more
6/3/2025
/ Broker-Dealer ,
Enforcement ,
Enforcement Actions ,
Financial Regulatory Reform ,
Investment Advisers Act of 1940 ,
Investment Management ,
Investors ,
Registered Investment Advisors ,
Regulatory Oversight ,
Rulemaking Process ,
Securities and Exchange Commission (SEC)
Last March, I wrote: “Howey Livin’? Domestic Crypto Regulation in 2024.” As elegantly foreshadowed by the hilarious title, the article covered the strange crypto regulatory moment of spring 2024: Bitcoin has been packaged...more
In 2023 and 2024, our public company clients were focused on complying with the SEC’s cyber disclosure rules—and on the risk from big, high-profile government enforcement actions like the SolarWinds case. But with a new SEC...more
In the brilliant long-form podcast Fall of Civilizations, author Paul Cooper gives listeners a sense of how average citizens living in Tenochtitlan, Angkor Wat, Rome, and Constantinople may have felt as once-mighty empires...more
In 2024, global venture investment in generative artificial intelligence (Gen AI) grew to more than $56 billion, a 94% year-over-year increase from 2023. From 2023 to 2025, Nvidia’s market cap has grown from about $500...more
In this last article in his three-part series, my partner and securities litigator Walker Newell looked at motion to dismiss trends in the Central District of California, which covers Los Angeles and Orange County. The CD...more
Last year, just three federal district courts handled half of all securities class actions. In the second part of his three-part series, my partner and securities litigator Walker Newell reviews motion to dismiss trends in...more
In securities class actions, the motion to dismiss is the key event. If the company wins, the case goes away and costly discovery is avoided. If shareholders win, a significant settlement in the future is likely. In these...more
When a public company faces significant financial challenges and uncertainty, the pressure on management teams and boards of directors to make the “right” decisions intensifies. If those financial challenges are not...more
Do you serve as a director or officer of a company that is largely—but not wholly—owned by another company? If yes, this week’s D&O Notebook article is for you. My colleague Walker Newell discusses “short form” mergers,...more
In private securities class actions, the motion to dismiss is critical. A victory can mean a quick and relatively inexpensive conclusion to litigation. A loss can mean many months of expensive and intrusive discovery. This...more
Every year, autumn brings hayrides, changing leaves, family gatherings, sweater weather, the chance to savor a cup of black tea by a roaring fire—and a raft of Securities and Exchange Commission (SEC) enforcement actions as...more
The Securities and Exchange Commission (SEC) has brought charges against independent directors who allegedly failed to take appropriate action when management was engaged in accounting fraud. These cases have been...more
To modify an old saying: “Nothing is certain but death, taxes...and corporate opposition to government regulations.” Over the decades, companies and interest groups have frequently challenged government regulations in...more
In this increasingly litigious and regulatory intense environment, D&O Looking Ahead provides a bridge to help you stay on top of the evolving D&O risk landscape. – Priya Huskins The streak of good news in D&O litigation...more
Now that the Private Fund Adviser Rules have been chucked into the dustbin of history, should investment advisers expect the SEC staff to give them the benefit of the doubt on expense allocation? Not likely. This is a...more
What do the SolarWinds ruling and other recent developments mean for the future of the SEC’s cyber regulatory program? Will the SEC’s “lack of moderation” result in “violent ends” for its cyber agenda? Or will the current...more
The streak of good news in D&O litigation risk ends this year, with a rise in class action filings and bigger settlements. But the D&O market is still soft, so staying on top of the evolving risk landscape will help you...more
8/6/2024
/ Board of Directors ,
Class Action ,
Cybersecurity ,
D&O Insurance ,
Initial Public Offering (IPO) ,
Insurance Costs ,
Insurance Industry ,
New Rules ,
Risk Management ,
Securities and Exchange Commission (SEC) ,
Securities Litigation ,
Webinars
All empires eventually decline. For decades, Delaware has held the crown as the premier state of incorporation for domestic companies (and many foreign companies seeking a foothold in the United States capital markets). But...more
While there is rest for weary legal and compliance pros at asset managers, and as you enjoy a cool Arnold Palmer in your hammock this Independence Day, spend a few minutes thinking about how your firm can leverage this moment...more