Core Terms: counterclaim, shareholder, merger, tender offer,
omission, Exchange Act, misleading, disclosure, stock, securities laws, fiduciary
duty, particularity, disclose, derivative, offering, offeror, proxy, annual
meeting, declaratory judgment action, declaratory relief, per share...
Core Terms: offering, stock, aluminum, cash flows, underwriter,
secondary, scienter, accounting, restatement, drop, registration statements,
misleading, prospectus, causation, traceable, per share, investor, Exchange
Act, certification, misstatement, shareholder's, liquidity, trading...
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, fiduciary, notice, settlement amount,
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 president, insider trading, disclose, tensile,
Core Terms: fine, double jeopardy, civil penalty, quotation
marks omitted, debarment, remedial, criminal penalty, criminal prosecution,
nonpunitive, Securities Act's, criminal conviction, civil remedy, alteration,
disability, deterrence, excessive, punitive, securities fraud, fine...
Overview: Demand futility under Del. Ch. Ct. R. 23.1 was not excused as to
derivative claims where a majority of the board was disinterested, independent,
and not subject to personal liability due to an exculpatory provision under
Del. Code Ann. tit. 8, § 102(b)(7); direct breach...
Core Overview: Mandatory relief provision of Code Civ. Proc., §
473, entitled a corporation to relief from default in a suit for violations of
wage and hour laws notwithstanding counsel's status as a corporate officer when
he neglected the suit; § 473 did not differentiate...
Core Terms: stock, common stock, scienter, wireless, material
fact, tracking, summary judgment, disclosure, disclose, investor, matter of
law, duty to disclose, sale of securities, genuine issue, undisputed,
projections, misleading, purchaser, disputed, seller, owed, press release,
Core Terms: shareholder, futility, derivative, excused, business
judgment rule, conflicted, lawsuit, good faith, mutual fund's, illegal
gambling, citation omitted, futile, derivative action, fiduciary duty,
irreparable harm, board of directors, particularity, inherently, gambling,...
Core Terms: active members, summary judgment, co-plaintiffs,
deposition, fiduciary duty, involvement, buy, warranty deed, marketing, law
claims, disclose, misrepresentation, deed, manager, collateral, carpet, notice,
breached, buyer, federal securities, inform, prosecuting, fiduciary,...
LexisNexis Core Terms: forward-looking, cautionary, safe harbor, high-yield,
portfolio, deterioration, scienter, misleading, prong, financial statement,
actual knowledge, accompanied, disclosure, materially, investment-grade, projection,
conference report, remainder, issuer, important factors, state...