By Josh Lawler and Joel B. Ginsberg of Zuber & Taillieu LLP
The First U.S. Circuit Court of Appeals held that a company cannot recover from its D&O insurance carrier the cost of fighting lawsuits or administrative cases that allege wrongful director or officer acts but do not specifically name those individuals as defendants. In Medical Mut. Ins. Co. of Maine v.… More...
When Florida’s governor signed into law that state’s new Investor Protection Act, effective July 1, 2009, Florida took a new lead among states in enacting enhanced state rights to pursue, enforce, and regulate securities fraud within their geographic boundaries. While states have played a More...
The U.S. Court of Appeals for the Eleventh Circuit extended the PSLRA further than any prior court, allowing the entry of a settlement bar order that extinguished a non-settling party’s contractual claims for indemnification and advancement of defense costs against a settling party. In In re More...
In a controversial decision that has had the blogosphere buzzing, the Second Circuit determined that a computer hacker who steals and uses material nonpublic information for his own profit might be liable for insider trading violations even if he has no fiduciary relationship with the company or More...
With investors on red alert for Ponzi schemes, the 9th Circuit found that the sales of certain charitable gift annuities (“CGA’s”) were part of one such scheme, and that those CGAs constituted investment contracts subject to securities laws largely because they were marketed as an investment More...
With the help of a former Supreme Court justice, the Fifth Circuit entered an important opinion in the continuing controversy among federal circuits regarding the standard for loss causation in securities fraud cases, perhaps foreshadowing an issue that will ultimately head to the Supreme Court. In More...
The Eighth Circuit’s enhanced interpretation of Gartenberg cuts the divide among circuit courts even deeper on the issue of a court’s proper analysis of mutual fund advisory fees under Section 36(b). In John E. Gallus v. Ameriprise Financial, 561 F.3d 816 (8th Cir. 2009), the Court upheld the More...
The Third Circuit provided important guidance regarding both the types of statements protectable under the PSLRA’s “Safe Harbor” provisions, and proper application of the Tellabs standard for alleging a “strong inference” of scienter in securities fraud cases. In Institutional Investors More...
The Third Circuit had to weigh two competing principles – the contract law requirement that a party must explicitly consent to an arbitration agreement versus the corporate law principle that directors and shareholders of a corporation are charged with constructive knowledge and acceptance of the More...
In Day v. Staples, 555 F.3d 42 (1st Cir. 2009), the Court of Appeals for the First Circuit ruled that the “reasonable belief” requirement for whistleblower protection under the Sarbanes-Oxley Act of 2002 (“SOX”) includes both “objective” and “subjective” reasonableness. In this case More...
In Katz v. Gerardi, 552 F.3d 558 (7th Cir. 2009), the Seventh U.S. Circuit Court of Appeals splits with the Ninth Circuit in determining that a securities class action can be removed to federal court under the Class Action Fairness Act of 2005 despite the anti-removal provisions of the Securities More...
