By Josh Lawler and Joel B. Ginsberg of Zuber & Taillieu LLP
The Second Circuit has held that secondary actors can be held liable for Rule 10b-5 damages actions only for false statements attributed directly to the secondary actor at the time of their dissemination. In Pacific Investment Management Co. v. Mayer Brown, 603 F.3d 144 (2nd Cir. 2010), the Court of… More...
The U.S. Supreme Court has held that the statute of limitations set forth in 28 U.S.C. section 1658(b)(1) begins to run once the reasonable investor/plaintiff discovers the facts constituting the elements of the violation, including scienter. In Merck & Co. v. Reynolds, ___ U.S. ____, 130 S.Ct. More...
The Supreme Court of the United States has embraced the Gartenberg standard for analyzing claims of excessive fund advisory fees under section 36(b) of the Investment Company Act of 1940. The Court’s unanimous opinion in Jones v. Harris Associates, ___ U.S. _____, 130 S.Ct. 1418 (2010), ended a More...
Sitting en banc, the First Circuit has rejected the SEC’s argument that Rule 10b-5(b) allows for primary liability for defendants’ “implied misrepresentations” to their customers. In SEC v. Tambone, 597 F.3d 436 (2010), the First Circuit focused on the meaning of the word “make” as used More...
The U.S. Court of Appeals for the Second Circuit dismissed a putative antitrust case relating to short sale transactions on the grounds that federal securities laws precluded the application of antitrust laws to short sale transactions. The case, Electronic Trading Group LLC v. Banc of America More...
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 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...
