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In re Chi. Bridge & Iron Co. N.V. Sec. Litig.

United States District Court for the Southern District of New York

March 23, 2020, Decided; March 23, 2020, Filed

17 Civ. 1580 (LGS)

Opinion

OPINION AND ORDER

LORNA G. SCHOFIELD, District Judge:

Plaintiffs ALSAR Ltd. Partnership ("ALSAR"), Ironworkers Local 40, 361 and 417 Union Security Funds and Iron Workers Local 580 Joint Funds ("Ironworkers"), individually and on behalf of all other persons similarly situated, bring this putative class action against Defendants Chicago Bridge & Iron Company Ns.V. ("CBI"), Philip K. Asherman, Ronald A. Ballschmiede and Westley S. Stockton, alleging violations of §§ 10(b) and 20(a) of the Securities Exchange Act of 1934. On February 4, 2019, Plaintiffs moved for class certification and appointment of Class Representatives and Class Counsel pursuant to Federal Rule of Civil Procedure 23. This Order addresses Special Master Scheindlin's Report and Recommendation (the "Report"), dated October 16, 2019, recommending that the Court grant Plaintiffs' motion.1 For the reasons stated below, the Report is adopted except to the extent any of its reasoning is inconsistent with what is stated below, and Plaintiffs' motion is granted.

I. LEGAL STANDARDS

Pursuant [*4]  to Federal Rule of Civil Procedure 53(f)(1), in acting on a master's order, the Court "may adopt or affirm, modify, wholly or partly reject or reverse, or resubmit to the master with instructions." Fed. R. Civ. P. 53(f)(1). If a party raises objections to the master's report, "[t]he court must decide de novo all objections to conclusions of law made or recommended." Fed. R. Civ. P. 53(f)(4). Courts in this Circuit use a "clear error" standard to review a master's findings of fact and conclusions of law where no objection is raised, which is the same standard applied to a Magistrate Judge's report and recommendation in this context. See, e.g., Seggos v. Datre, No. 17 Civ. 2684, 2019 U.S. Dist. LEXIS 130623, 2019 WL 3557688, at *2 (E.D.N.Y. Aug. 5, 2019) (applying clear error review to portions of a Special Master's Report to which no objections were made); CA, Inc. v. New Relic, Inc., No. 12 Civ. 5468, 2014 U.S. Dist. LEXIS 201095, 2015 WL 13753674, at *6 (E.D.N.Y. Sept. 28, 2015) (same).

Before granting a class certification motion, a court must ensure that the requirements of Federal Rule of Civil Procedure 23(a) and (b) have been met. Rule 23(a) has four prerequisites: numerosity, commonality, typicality and adequacy of representation. An additional implied requirement of Rule 23 is ascertainability, which requires that members of the proposed class be identifiable. In re Petrobras Sec., 862 F.3d 250, 264 (2d Cir. 2017). "If Rule 23(a) criteria are satisfied, an action may be maintained as a class action only if it also qualifies under at least one of the categories provided in Rule 23(b)." Levitt v. J.P. Morgan Sec., Inc., 710 F.3d 454, 464 (2d Cir. 2013). Plaintiffs here are proceeding under [*5]  Rule 23(b)(3), which requires that Plaintiffs prove that "questions of law or fact common to class members predominate over any questions affecting only individual members, and that a class action is superior to other available methods for fairly and efficiently adjudicating the controversy." Fed. R. Civ. P. 23(b)(3).

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2020 U.S. Dist. LEXIS 49786 *

IN RE CHICAGO BRIDGE & IRON COMPANY N.V. SECURITIES LITIGATION

Prior History: In re Chi. Bridge & Iron Co. N.V. Sec. Litig., 2019 U.S. Dist. LEXIS 180895 (S.D.N.Y., Oct. 16, 2019)

CORE TERMS

corrective, disclosure, class certification, Defendants', alleged misrepresentation, stock, correctly, Plaintiffs', rebut, misrepresentation, new information, class action, Recommendation, goodwill, class member, ascertainability, numerosity, back-end, appoint, delays, predominance, commonality, accounting, relates, statistically significant, statistical significance, class representative, nuclear, parties, front-end