The Deal Prof has a run-down on the Airgas decision . He has it about
The signal this reversal sends is that it basically says
don't worry about the language of your contracts so long as everybody "knows"
what it means. ...
This is the eighth in a series of articles
that will be published periodically analyzing the direction of SEC enforcement.
Insider trading has long been an enforcement priority. In
recent years however it has become a focal point not just for the...
Over the last few days, there have been a series of
rulings in high-profile lawsuits arising out of the subprime meltdown and
credit crisis. As discussed below, just in the past week there
were dismissal motion rulings in cases involving Freddie Mac...
On May 18, 2011, the California Intermediate Court of
in the Luther v. Countrywide Financial Corporation case that state
courts have concurrent jurisdiction with federal courts to hear liability
lawsuits under the Securities Act of 1933...
There are many parts of the securities class action
claims filing process that can fail. In our experience working with
institutional investors, this inevitably occurs when entities attempt to file
on their own, and often if they rely on their custodian...
In a May 11, 2011 opinion ( here ),
a three-judge panel of the Second Circuit affirmed the dismissal of rating agency
defendants in litigation filed under the Securities Act of 1933 and involving
mortgage-related securities issues by Lehman Brothers...
The SEC extended the deadline for private fund managers to register with the Securities and Exchange Commission as investment advisers from July 21, 2011 to March 30, 2012. That's a long enough period of time for legislation to intervene and grant...
The SEC and the DOJ resolved another bid-rigging case related to anticompetitive practices in the municipal securities markets. This is one of a series in an ongoing investigation. The SEC also prevailed on a summary judgment motion in an investment fraud...
This week the SEC lost its bid to dismiss an action
brought by former Goldman Sachs director Rajat Gupta arising out of its insider
trading case brought as an administrative proceeding against him. The GAO
issued reports on the revolving door at the...
The Depository Trust Company (DTC) effectively controls
which public companies' stock can be traded electronically as opposed to
exchanging actual stock certificates when sales take place. A company must
apply to DTC to obtain this ability. Higher...
In a detailed 106-page opinion dated July 27, 2011 ( here ),
Southern District of New York Judge Lewis Kaplan granted in part and denied in
part the defendants' motions to dismiss in the consolidated Lehman Brothers
Securities Litigation. Though...
As the week drew to a close reports surfaced of a rogue
trader who had run up $2 billion in trading losses at UBS in London while the SEC
reportedly is expanding its market crisis probe. At the same time Congress
heard testimony from SEC Chairman Mary...
In the latest eye-popping subprime-related securities
class action lawsuit settlement, the parties to the National City Corporation
securities class action lawsuit have agreed to settle the case for $168
million. The proposed settlement is subject...
This week three Galleon related defendants were sentenced
to prison for insider trading, including Raji Rajaratnam. The Commission filed
another significant market crisis case naming the senior officers of a failed
bank as defendants. The Commission...
The U.S. Commodity Futures Trading Commission announced
it had obtained a consent order imposing permanent trading and registration
bans against a California man and two companies along with civil monetary
penalties totalling nearly $7 million. Scott...
See that there? That's egg on my face. It's
a total victory for Ted Mirvis and Wachtell. The Supreme Court even cited
approvingly to the ABA's form book.
The Supreme Court overturned the Chancery Court,
basically holding that since everyone...
Yes, for private investment funds, the general partner is
generally considered an investment adviser under the Investment Adviser Act.
Let's start with the definition of an investment adviser
from the Investment Advisers Act:
Among the many innovations introduced in the massive Dodd-Frank Wall Street Reform and Consumer Protection Act
enacted this past July are the new whistleblower provisions, designed to
encourage employees and others to report securities law violations...
Our community has spoken:
the LexisNexis Top Business Law Blog of 2010, with 36% of the vote, is.....
the long-standing tradition of The Corporate Counsel and The
Corporate Executive , TheCorporateCounsel...
Among the many cases filed as part of the subprime
litigation wave are the numerous cases filed on behalf of holders of
mortgage-backed securities against the firms that issued the securities. In
many of these cases, the plaintiffs have not alleged...
On September 14, 2010, in another ruling that the U.S.
Supreme Court's decision in Morrison v. National Australia Bank ( read the opinion ) precludes claim by "f-squared"
claimants - that is, U.S. residents who purchased shares of a Non...
It's official. Social media is a risk factor. At least
according to Estee Lauder and lululemon athletica .
Over at Footnoted , Michelle Leder and her team dig
through SEC filings digging up the dirt on bad corporate behavior. They were
by Susan S. Krawczyk, Eric A. Arnold, Michael B. Koffler, Clifford E. Kirsch, and Holly H. Smith
On July 21, 2010, President Obama signed the Dodd-Frank Wall Street Reform and Consumer Protection Act (the Act), bringing to a close the national debate...
In the October 2010 issue of the Harvard Business Review there is a Spotlight article on " The
Transparent Supply Chain ". In this article, author Stephen New discusses
the evolution in Supply Chain from opaqueness to transparency and focuses...