Aug 28, 2023 The Second Circuit Agrees: Loans are Not Securities By Amanda Segal Lori Jacobs In a highly anticipated decision, the United States Court of Appeals for the Second Circuit affirmed the District Court’s decision in...
Jul 18, 2023 Greater Obstacles for Section 11 Plaintiffs Given Recent US Supreme Court Ruling on 'Slack Technologies v. Pirani' By Danette Edwards Brandon Bucio On June 1, 2023, the US Supreme Court held in a unanimous decision in Slack Technologies LLC v. Pirani that Section 11 of the Securities...
Jul 17, 2023 SEC Sends Ominous Warning to CISOs and Cybersecurity Professionals With Wells Notice Concerning SolarWinds Breach By Trisha Sircar Danette Edwards On June 23, 2023, SolarWinds disclosed in its most recent Form 8-K filing that “certain current and former executive officers and...
May 16, 2023 SEC No-Action Letters on Proxy Materials and Other Developments Reinforce Commission-Wide Commitment to ESG By Danette Edwards Richard Zelichov Trevor Garmey Any doubts about the commitment of the Securities and Exchange Commission (SEC or Commission) to environmental and social governance...
Apr 19, 2023 Supreme Court Not Slack(ers) By Richard Zelichov Reading the transcript of oral argument in Slack Technologies, LLC v. Pirani before the U.S. Supreme Court, I questioned some earlier...
Apr 13, 2023 SEC’s ESG Task Force Racks Up Another Win — Dam Collapse Becomes $55 Million Securities Fraud By Johnjerica Hodge The Securities and Exchange Commission’s (SEC) Climate and ESG Task Force has scored another victory quickly on the heels of its recent...
Mar 06, 2023 SPAC Groundhog Day By Richard Zelichov Mark Wood On March 1, 2023, the Delaware Court of Chancery issued its third decision concerning fiduciary duties in connection with de-SPAC...
Mar 03, 2023 Corporate Bond ETFs May Come Under The Regulatory Microscope By Peter Wilson Judging from this framing by the Financial Times, an obscure debate over bond liquidity may prompt regulatory scrutiny. Corporate bond...
Feb 10, 2023 SEC’s ESG Task Force Strikes Again By Johnjerica Hodge Ryan Meyer India Williams Nicholas Bottcher +1 more... Show less Activision Blizzard Workplace Misconduct Allegations Transformed into Securities Violations In another victory for the Securities and...
Feb 09, 2023 Delaware Court of Chancery Ruling Imposes a Fiduciary Duty of Oversight on Corporate Officers By Sarah Eichenberger Jonathan Rotenberg Danette Edwards On January 26, 2023, the Delaware Court of Chancery resolved a long-standing ambiguity in Delaware law, clarifying, for the first time,...
Feb 01, 2023 Whistleblower Complaint Capitalizes on SEC Interest in Sustainability Fraud By Danette Edwards Chris Cole Multiple news outlets recently reported that the activist group Mighty Earth filed a whistleblower tip, which it styled as an informal...
Jan 23, 2023 What Comes Down Did Not Necessarily Go Up: Price Impact in Securities Class Actions By Richard Zelichov The Columbia Law School Center on Corporate Governance recently hosted a conference on M&A and Corporate Governance at which Columbia Law...
Jan 12, 2023 Second Circuit Decision Curtails Title 18 Insider Trading Liability By Sarah Eichenberger Danette Edwards On December 27, 2022, a divided panel of the Second Circuit issued a majority opinion in United States v. Blaszczak (“Blaszczak II”),...
Dec 15, 2022 Supreme Court to Weigh in on Securities Act of 1933 Standing in Slack Technologies Direct Listing Appeal By Sarah Eichenberger Richard Zelichov On December 13, 2022, the U.S. Supreme Court granted certiorari in Pirani v. Slack Technologies, Inc., a case with potentially...
Oct 31, 2022 Fifth Circuit Declines to Reconsider Opinion that In-House SEC Enforcement Actions are Unconstitutional By Danette Edwards Jonathan Rotenberg Lucas Knoll Earlier this year in Jarkesy v. SEC, a split panel of the Fifth Circuit Court of Appeals ruled that the Constitution prohibits in-house...
Jul 21, 2022 Second Circuit Rejects Supreme Court? By Richard Zelichov I wrote an article over 12 years ago titled Who Cares What SCOTUS Says On Securities Fraud? I was reminded of that article when reading...