Core Terms: scienter, audit, misrepresentation claims, auditor, fraudulent,
misrepresentation, falsity, annual reports, exposure, particularity,
participated, judicial notice, negligent misrepresentations, financial
Core Terms: accounting, school district, receiver, securities law, appointment of a
receiver, misrepresentation, particularity, failed to disclose, motivation,
investor, entities, investment contract, subject matter jurisdiction,
Core Terms: materiality, omission, misstatement, matter of law,
scienter, immaterial, disclosure, stock price, compound, Exchange Act,
reasonable minds, corrective, misleading, stem, cell, specificity, fraudulent,
misconduct, failed to...
Core Terms: scienter,
offering, warehouse, motive, investor, misleading, tranche, tranches, Exchange
Act, materially, state law claims, material fact, securities fraud,
recklessness, portfolio, worthless, omissions, defraud, invest, particular...
Core Terms: stent, no-deflate, scienter, manufacturing,
balloon, laser, stock, team, manufactured, summary judgment, trading,
corrective, weld, catheter, focal, outer, batch, launch, distal, specification,
neckdown, deflate, senior vice...
Core Terms: settlement, per share, stock, disclosure, class
members, trading, settlement agreement, dollar, lesser, minus, purchase price,
sale price, class certification, revised, stent, announcement, discovery,
statistically, class actions...
Core Terms: offering, stock, aluminum, cash flows, underwriter,
secondary, scienter, accounting, restatement, drop, registration statements,
misleading, prospectus, causation, traceable, per share, investor, Exchange
Core Terms: counterclaim, shareholder, merger, tender offer,
omission, Exchange Act, misleading, disclosure, stock, securities laws, fiduciary
duty, particularity, disclose, derivative, offering, offeror, proxy, annual
LexisNexis Overview: Motion to dismiss sham litigation
counterclaim was granted as although sham litigation was viable counterclaim in
RICO suit, LLCs' counterclaim set forth only blanket and conclusory statements
that shopping center developers...
Overview: "Discovery" of facts that put investors
on "inquiry notice" did not automatically begin 28 U.S.C.S. §
1658(b)'s limitations period, and since scienter was a "fact" and an
FDA warning letter...
liability under 15 U.S.C.S. § 80a-35(b), an adviser's fee had to be so
disproportionately large that it bore no reasonable relationship to the
services rendered and could not have been the product of arm's length...
LexisNexis Overview: The 15 U.S.C.S. § 78j(b) implied private right of action did not extend to aiders and abettors, thus, suppliers' and customers' arrangements that allowed the investors' company to mislead its auditor and issue a misleading...
Core Terms: fiduciary duties, former client, partners, seller,
covenant, breached, compete, buyer, stock, shareholder, settlement, reporter,
purchase agreement, contractual, legal services, fiduciary, attorney-client,
investor, receiver, winning, partnerships, individualized, receivership,
discovery, good faith, red flags, defrauded, invested, winner's, fraudulent
transfer, partners, approve, intend, fair value, inquiry notice, depositions...
Core Terms: stock,
fiduciary, disclosure, prudence, invest, disclose, probable, securities-fraud,
invested, fiduciary duties, breached, stock price, misleading, investing,
amend, diversify, risky, drop, plan's assets, duty of loyalty...
Core Terms: exposure,
write-down, mortgage, billion, subprime, mortgage-backed, scienter, portfolio,
stock, counterparty, hedge, hedged, press release, citation omitted, securities
fraud, class action, disclosure, announced, investors,...
Core Terms: protected
activities, investor, disclosure, Sarbanes-Oxley Act, publicly-traded,
reporting, securities laws, summary judgment, retaliation, interview, genuine,
termination, non-public, objective reasonableness, applicability...
Core Terms: composite,
warranty, corporate veil, summary judgment, seller, buyer, warranty claims,
instrumentality, subsidiary's, material fact, genuine issue, successor liability,
veil-piercing, pierce, successor-in-interest, principal...
Core Terms: conversion,
stock, fraud claims, aiding and abetting, statute of limitations, fiduciary
duty, incidental, fraudulent, conversion claims, constructive, conspiracy,
causes of action, citations omitted, shorter, fraudulent conveyance...
Core Terms: conduit, fiduciary, stock, press releases,
investment portfolio, prudence, billion, unrealized, commercial paper,
earnings, fiduciary duty, balance sheet, retirement, disclosure, prudent,
invest, rating, per share, customer...
Core Terms: issuer, underwriter, holding period, safe harbor,
public offering', affiliate, seller, subordination, tacking, stock,
reconsideration, registration, unregistered, prepayment, exemption, exempt,
security interests, convertible...
Core Terms: stock, partner, partnership, fiduciary duty,
investment advisor, accounting, fraud claim, fraudulent conveyance, equitable
estoppel, fiduciary, fraudulent, invest, partnership agreement, statute of
limitations, leave to replead...
Core Terms: causes of action, concealment, fiduciary duties,
partnership, fiduciary, partner, breach of contract, verdict form, home
builders, unclean hands, personal expenses, special verdicts, new trial,
dissolve, salaries, duty of loyalty...
Core Terms: valuation, shareholder, hotel, fair value, fiduciary duty, dissenter,
merger, stock, appraisal, lease, rent, real estate, appraiser, minority
shareholders, corporate actions, valued, chain, valuation date, special master,
Core Terms: fiduciary duty, shareholder, statute of
limitations, conversion, continuing wrong, dissolution, salary, stock,
certificate, accounting, personal loan, review denied, competitor, accrued,
floor, constructive fraud, continual...