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Ropes & Gray LLP

Ropes & Gray’s Investment Management Update July – August 2025

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The following summarizes recent legal developments of note affecting the investment management industry: On August 25, 2025, the U.S. Court of Appeals for the Fifth Circuit issued its decision regarding a challenge by...more

WilmerHale

Reversals of Fraud Charges Highlight Difficulties in Bringing Market Manipulation Cases

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Establishing that criminal defendants engaged in market manipulation is extremely difficult, often due to the difficulty in establishing that the defendant created prices that did not reflect legitimate sources of supply or...more

Jones Day

It's Confirmed: 2020 Proxy Advisor Regulations Exceed the SEC's Authority

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On July 1, 2025, a federal court of appeals held that the SEC's regulation of proxy advice exceeded its authority and the SEC's 2020 proxy advisor regulations are not valid. The court closely tracks the district court's...more

A&O Shearman

Fourth Circuit Affirms District Court’s Denial Of Motion To Amend A Securities Fraud Class Action Against Quantum Computing...

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On April 8, 2025, the United States Court of Appeals for the Fourth Circuit affirmed the district court’s denial of a motion to amend a class action complaint against a quantum computing company (the “Company”) and the...more

A&O Shearman

Second Circuit Upholds Dismissal Of Federal Securities Law Claims Against Cryptocurrency Trading Platform Operator

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On February 26, 2025, the United States Court of Appeals for the Second Circuit affirmed the dismissal of federal securities claims against the developers of a decentralized cryptocurrency exchange and the exchange’s venture...more

A&O Shearman

The Ninth Circuit Affirms Dismissal Of Claims Against Hearing Aid Manufacturer Regarding Statements About Insurance Coverage

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On January 10, 2025, the United States Court of Appeals for the Ninth Circuit Court affirmed the dismissal of a putative securities class action brought by a pension plan alleging that a hearing aid manufacturer (the...more

Akin Gump Strauss Hauer & Feld LLP

Nasdaq Diversity Rule Deemed Unenforceable By 5th Circuit

On December 11, 2024, the U.S. Court of Appeals for the 5th Circuit, sitting en banc, ruled that The Nasdaq Stock Market LLC (Nasdaq) cannot enforce previously adopted listing rules requiring Nasdaq-listed companies to have...more

A&O Shearman

The Second Circuit Revives Exchange Act Claims Against Outside Auditor, Finding Alleged Misstatements In Audit Certification To Be...

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On October 31, 2024, the United States Court of Appeals for the Second Circuit revived claims brought under Section 10(b) of the Securities Exchange Act of 1934 (“Exchange Act”) and Rule 10b-5 against an outside auditor (the...more

A&O Shearman

Tenth Circuit Court Of Appeals Affirms Dismissal Of Securities Class Action Against Online Retailer

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On October 15, 2024, a three-judge panel of the United States Court of Appeals for the Tenth Circuit affirmed a decision by the United States District Court for the District of Utah granting a motion to dismiss a putative...more

Carlton Fields

Classified Monthly: A Roundup of Class Action Decisions From Federal Appellate Courts May 2024

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The Roundup covers notable class action decisions each month from federal appellate courts, as well as notable Supreme Court class action cert petitions....more

Proskauer - Corporate Defense and Disputes

Fifth Circuit Court of Appeals Rejects Challenge to Nasdaq’s Board-Diversity Rules

The U.S. Court of Appeals for the Fifth Circuit denied review of the Securities and Exchange Commission’s approval of proposed rules promulgated by the Nasdaq Stock Market concerning the diversity of directors on...more

Mintz - Securities Litigation Viewpoints

Second Circuit Clarifies the Circumstances in Which Presumptions Can Be Used To Support Federal Securities Fraud Class Action...

On August 10, 2023, the U.S. Court of Appeals for the Second Circuit took an important step in Arkansas Teacher Retirement System v. Goldman Sachs Group toward clarifying the circumstances in which federal class action...more

Proskauer - Corporate Defense and Disputes

En Banc Ninth Circuit Upholds Delaware-Forum Bylaw That Prevents Assertion of Federal Proxy Claim in Derivative Action

The en banc Court of Appeals for the Ninth Circuit affirmed the dismissal of a shareholder derivative action in light of an exclusive-forum bylaw requiring assertion of derivative claims in the Delaware Court of Chancery,...more

Skadden, Arps, Slate, Meagher & Flom LLP

Inside the Courts – An Update From Skadden Securities Litigators - May 2023

Supreme Court Hears Argument on Traceability Requirement in Circuit-Split Slack v. Pirani - Key Points - - Before the end of June, the U.S. Supreme Court is expected to issue a decision in a high-profile securities case...more

Proskauer - Corporate Defense and Disputes

Ninth Circuit Applies Lower Standard for Pleading Scienter Under § 14(e) of Securities Exchange Act Even as to Opinions

The U.S. Court of Appeals for the Ninth Circuit ruled last week that the securities-law requirement to plead a “strong inference” of scienter does not apply to claims under § 14(e) of the Securities Exchange Act even where...more

Sheppard Mullin Richter & Hampton LLP

Second Circuit Limits Scope of SEC Whistleblower Incentives

A recent decision by the U.S. Court of Appeals for the Second Circuit has implications for whistleblowers under the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank Act” or “The Act”). In Hong v. SEC,...more

Foley & Lardner LLP

Whistleblower Newsletter Q2 2022

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Whistleblower Developments is a periodic report covering significant cases, decisions, proposals, and legislation related to whistleblower statutes and how they may impact your business. Recent developments include:...more

Smith Anderson

Marriott Investor’s Security Fraud Claims Arising from Data Breach Rejected by Fourth Circuit

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The Fourth Circuit dismissed an investor’s lawsuit against a hotel chain that had been subject to a data breach, ruling that the company had not made false or misleading public statements about its protection of customer...more

K&L Gates LLP

Seventh Circuit Strikes Down Delaware Forum Selection Clause and Clears Path to Federal Court for Securities Exchange Act Claims

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The Seventh Circuit issued a resounding message: Delaware forum selection clauses in corporate bylaws cannot lawfully prevent a plaintiff from bringing claims under the Securities Exchange Act of 1934 (the Exchange Act or the...more

Goodwin

Eleventh Circuit Overturns Dismissal of Cryptocurrency Ponzi Scheme Class Action Suit

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IN THIS ISSUE - Eleventh Circuit Overturns Dismissal of Cryptocurrency Ponzi Scheme Class Action Suit; Federal Court of Appeals Dismisses Leading Fannie Mae and Freddie Mac Shareholder Lawsuits; NY Seeks Blockchain...more

WilmerHale

Insider Trading Case to Watch: The Second Circuit to Revisit Blaszczak

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This spring, the Second Circuit will revisit its highly consequential insider trading decision in United States v. Blaszczak. The case is one to watch, as it has the potential to impact how the government approaches...more

White & Case LLP

Leveraged Loan Update: Millennium Court Decision Confirms Syndicated Loans Are (Still) Not Securities

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The Bottom Line: On May 22, 2020, the United States District Court for the Southern District of New York concluded that broadly syndicated term loans are not "securities". This decision is highly significant to the US...more

Sheppard Mullin Richter & Hampton LLP

California State Court Declines to Expand Standing for Claims Under 1933 Act

In Jensen v. iShares Trust, 2020 Cal. App. LEXIS 61 (Cal. App. Jan. 23, 2020), a rare state court decision addressing claims under the Securities Act of 1933 (“1933 Act”), the California Court of Appeal rejected...more

Polsinelli

Prosecutors Not Required to Prove Tipper Received “Personal Benefit” to be Convicted Under Criminal Insider Trading Statute

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On December 30, 2019 the Second Circuit issued its opinion in United States v. Blaszczak, finding that the government can criminally prosecute insider trading under 18 U.S.C. 1348 without proving personal benefit to the...more

Skadden, Arps, Slate, Meagher & Flom LLP

Inside the Courts – An Update From Skadden Securities Litigators - November 2019

This quarter’s issue includes summaries and associated court opinions of selected cases principally decided between August and October 2019. The cases address developing trends in the definition of a security, fiduciary...more

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