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Enforcement Actions › Disclosure Requirements › Omissions

Herbert Smith Freehills Kramer

Ninth Circuit Addresses the Scope of Section 12(a)(2) Liability for Misleading Opinion Statements Under Omnicare

Herbert Smith Freehills Kramer on

On June 10, 2025, the U.S. Court of Appeals for the Ninth Circuit Pino v. Cardone Capital, LLC reversed in part the dismissal of claims brought under the Securities Act of 1933 based on statements made in connection with two...more

Sheppard Mullin Richter & Hampton LLP

Supreme Court Holds “Pure Omissions” Are Not Actionable Under Rule 10b-5(b)

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In Macquarie Infrastructure Corp. v. Moab Partners, No. 22-1165, 2024 WL 1588706 (U.S. Apr. 12, 2024) (“MIC”), the United States Supreme Court (Sotomayor, J.) held unanimously that “pure omissions” in a Securities and...more

Alston & Bird

Macquarie: High Court Declines to Expand Corporate Liability

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The U.S. Supreme Court’s decision in Macquarie v. Moab Partners draws a clear distinction between pure omissions and half-truths. Our Securities Litigation Group explains how the Court resolved a circuit split over public...more

Bilzin Sumberg

SEC’s $1 Million Settlement with Pearson Over Botched Data Breach Disclosure Is A Cautionary Tale for Public Companies

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Careful—and truthful—reporting of a data breach should be a must for any company. But nowhere is this truer than for publicly traded companies. A recent Securities and Exchange Commission Order highlights how costly...more

Goodwin

SEC Charges SPAC, Sponsor, Target, and CEO Over Misleading Proposed de-SPAC Transaction Disclosures

Goodwin on

On July 13, 2021, the U.S. Securities and Exchange Commission announced charges against special purpose acquisition corporation Stable Road Acquisition Company, its sponsor SRC-NI, its CEO Brian Kabot, the SPAC’s proposed...more

Skadden, Arps, Slate, Meagher & Flom LLP

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

Skadden, Arps, Slate, Meagher & Flom LLP on

This quarter’s issue includes summaries and associated court opinions of selected cases principally decided between May and August 2019....more

Bass, Berry & Sims PLC

SEC Enforcement Activity – A Reminder Regarding the “Equal or Greater Prominence” Presentation Requirement of Item 10(e)

Bass, Berry & Sims PLC on

At the end of last year, in an enforcement action brought by the Division of Enforcement of the Securities and Exchange Commission (SEC) against ADT Inc. (ADT), reporting companies were reminded that the SEC continues to...more

Skadden, Arps, Slate, Meagher & Flom LLP

Hong Kong Regulatory Update - April 2019

Skadden, Arps, Slate, Meagher & Flom LLP on

This Hong Kong regulatory update provides an overview of key regulatory developments in the past three months relevant to companies listed (or planning to list) on The Stock Exchange of Hong Kong Limited (HKEx) and their...more

Carlton Fields

Recalls of Loaned Securities by Insurance Dedicated Funds

Carlton Fields on

In March, the SEC sanctioned the investment advisers of two funds supporting variable insurance contracts for inadequate disclosure about the funds’ recalls of loaned portfolio securities in advance of the securities’...more

Cozen O'Connor

SEC Charges 71 Issuers under its Municipalities Continuing Disclosure Cooperation Initiative

Cozen O'Connor on

On August 24, 2016, the Securities and Exchange Commission (SEC) announced enforcement actions against 71 municipal issuers and other obligated persons (collectively, the municipal issuers) under the SEC’s Municipalities...more

Cozen O'Connor

One Size Does Not Fit All: Written Disclosure Policies in a Time of Increased SEC Enforcement

Cozen O'Connor on

The U.S. Securities and Exchange Commission (SEC) continues to increase its enforcement efforts in the municipal bond market by focusing on the sufficiency and timeliness of disclosure in initial municipal securities...more

Eversheds Sutherland (US) LLP

SEC Announces First Charges Against Underwriters under MCDC Initiative

Eversheds Sutherland (US) LLP on

On June 18, the U.S. Securities and Exchange Commission (SEC) announced enforcement actions against 36 municipal bond underwriters, the first enforcement actions against underwriters brought by the SEC under the...more

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