Securities Law Updates

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Matrixx Initiatives, Inc., et al. v. Siracusano: Securities Plaintiffs Can Use Inferences to Show Materiality and Scienter at the Pleading Stages

By Josh Lawler of Zuber & Taillieu and Joel B. Ginsberg

The United States Supreme Court has ruled that in securities cases under §10(b) and Rule 10b–5 the requirement of the materiality of a defendant’s misrepresentations cannot be reduced to a bright-line rule. Facts giving rise to a strong inference that a defendant acted with the required state of mind are… More...

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CPA-Auditor of Costa Rica-Based Insurance Company Admits Role in $670 Million Fraud Scheme

USA v. Provident Capital Indemnity, Ltd. et al.  |  DOJ No. 11-1518, Case No. 3:11cr14, U.S. District Court for the Eastern District of Virginia  |  11/21/2011

A certified public accountant (CPA) and purported outside auditor for Provident Capital Indemnity Ltd. (PCI) has pleaded guilty for his role in a $670 million fraud scheme involving victims throughout the United States and abroad. More...

Examination of UBS Global Asset Management’s Mutual Funds Shows Pricing Violations

In the Matter of UBS Global Asset Management (Americas) Inc.  |  SEC No. 2012-8, Release No. 3356  |  1/17/2012

The Securities and Exchange Commission has charged an investment advisory arm of UBS with failing to properly price securities in three mutual funds that it managed, resulting in a misstatement to investors of the net asset values (NAVs) of those funds. More...

Investor Alert Issued to Warn the Public on Fraudulent Investment Schemes Involving Social Media

Investor Alert: Social Media and Investing - Avoiding Fraud  |  SEC No. ____  |  1/4/2012

The SEC’s Office of Investor Education and Advocacy has issued an Investor Alert to help investors be better aware of fraudulent investment schemes that may involve social media. More...

Justice Department Requires Deutsche Börse to Divest Its Interest in Direct Edge in Order to Merge with NYSE Euronext

U.S. v. Deutsche Börse AG  |  Case No. ______, U.S. District Court for the District of Washington, D.C.  |  12/22/2011

The Department of Justice has required Deutsche Börse AG to direct its subsidiary International Securities Exchange Holdings Inc. (ISE) to sell its 31.5 percent stake in Direct Edge Holdings LLC and agree to other restrictions in order for DeutscheBörse to proceed with its planned $9 billion merger with NYSE Euronext, one of the two largest and most prestigious stock exchange operators in the United States. More...

Justice Department Requires Divestiture to Preserve Health-Insurance Competition in Montana

U.S.A., et al. v. Blue Cross and Blue Shield of Montana, et al.  |  DOJ No. 11-1471, Case No. 1:11cv123, U.S. District Court for the District of Montana  |  11/8/2011

The Department of Justice has required New West Health Services Inc. to sell the majority of its commercial health-insurance business to a third-party buyer and provide additional relief in order to preserve health-insurance competition in Montana. More...

"Shell Packagers" and Several Others Charged for Engaging in Penny Stock Scam

SEC v. Alternative Green Technologies, Inc., et al.  |  SEC No. 2011-262, Case No. 11cv 9056, U.S. District Court for the Southern District of New York  |  12/12/2011

The Securities and Exchange Commission has charged a shell packaging firm and several others involved in a penny stock scheme to issue purportedly unrestricted shares in the public markets. More...

GlaxoSmithKline Subsidiary and Former CEO Accused of Defrauding Employees in Stock Plan

SEC v. Steifel Laboratories, Inc. et al.  |  SEC No.2011-262 , Case No. Case 1:11-cv-24438, U.S. District Court for the Southern District of Florida  |  12/12/2011

The Securities and Exchange Commission has charged a subsidiary of pharmaceutical company GlaxoSmithKline and the subsidiary’s former chairman and CEO with defrauding employees and other shareholders in the company’s stock plan by buying back their stock at severely undervalued prices. More...

Justice Department Reaches $335 Million Settlement to Resolve Allegations of Lending Discrimination by Countrywide Financial Corporation

U.S. v. Countrywide Financial Corporation  |  DOJ No. 11-1694, Case No. ______, U.S. District Court for the Central District of California  |  12/21/2011

The Department of Justice has filed its largest residential fair lending settlement in history to resolve allegations that Countrywide Financial Corporation and its subsidiaries engaged in a widespread pattern or practice of discrimination against qualified African-American and Hispanic borrowers in their mortgage lending from 2004 through 2008. More...

FINRA Fines Wells Fargo $2 Million for Unsuitable Sales of Reverse Convertibles to Elderly Customers and Failure to Provide Breakpoints on UIT Sales

In re: Wells Fargo Investments, LLC  |  CRD No. 10582  |  12/15/2011

The Financial Industry Regulatory Authority (FINRA) has fined Wells Fargo Investments, LLC, $2 million for unsuitable sales of reverse convertible securities through one broker to 21 customers, and for failing to provide sales charge discounts on Unit Investment Trust (UIT) transactions to eligible customers. More...

Federal and State Regulators Appoint Administrator to Return $200 Million to Investors

In the Matter of Morgan Keegan & Company, Inc. and Morgan Asset Management, Inc.  |  File No. 3-13847  |  11/15/2011

The U.S. Securities & Exchange Commission and regulators from South Carolina, Alabama, Kentucky, Mississippi, and Tennessee have released the appointment of A.B. Data, Ltd. of Milwaukee to distribute $200 million to investors from the regulators’ settlements with Morgan Keegan & Company and Morgan Asset Management. More...

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Companies Mentioned

Securities Law

The following companies are mentioned in Securities Law Updates:

Securities and Exchange Commission

Harris Associates, L.P.

Citicorp USA, Inc.

Banc of America Securities LLC

The Public Employees’ Retirement System of Mississippi

Morgan Stanley & Co., Inc.

Jan Charles Finance S.A.

Park East, Inc.

CIBC World Markets Corp.

Citigroup Inc.

Barclays Capital Inc.

Citigroup Global Markets, Inc.

Calyon Securities (USA), Inc. f.k.a. Credit Lyonnais Securities (USA) Inc.

Calyon New York Branch (successor by operation of law to Credit Lyonnais New York Branch)

Salomon Smith Barney, Inc.

JPMorgan Chase & Co.

Dynex Capital Inc.

Citigroup, Inc.

JPMorgan Securities Inc.

Merit Securities Corp.

Scotia Capital (USA), Inc.,

Teamsters Local 445 Freight Division Pension Fund

Aetna, Inc.

Cowen & Co., LLC f.k.a. SG Cowen Securities Corp.

Societe Generale

SunTrust Bank

TD Securities (USA), Inc.

BMO Nesbitt Burns Corp. n.k.a. Harris Nesbitt Burns Corp.

Buchanan Ingersoll & Rooney Professional Corporation

Consolidated Leasing Hugoton Joint Venture #2

W. R. Huff Asset Management Co., LLC

Consolidated Leasing Anadarko Joint Venture

ABN AMRO Bank N.V.

Guardian Capital Management

Free Enterprise Fund

Banc of America, N.A.

Vesta Insurance Group, Inc.

Beckstead and Watts, LLP

Barclays Bank PLC

Torchmark Corp.

Public Company Accounting Oversight Board

BNY Capital Markets, Inc.

KPMG Peat Marwick, LLP

Deloitte & Touche LLP

Credit Suisse Securities (USA) LLC

Credit Lyonnais Securities (USA) Inc.

Florida State Board of Administration

The Cleaners & Caulkers Local 1 Pension Fund

Credit Suisse, New York Branch

Ameriprise Financial, Inc. f.k.a. American Express Financial Corp.

Additional Resources

Securities Law