• The United States Supreme Court held that a disseminator of a false statement with intent to defraud can be held liable under subsections (a) and (c) of Rule 10b-5, §10(b) of the Exchange Act and §17(a)(1) of the Securities...more
4/2/2019
/ Appeals ,
Enforcement Actions ,
False Statements ,
Fines ,
Intent to Defraud ,
Investment Banks ,
Lorenzo v SEC ,
Material Dissemination ,
Misleading Statements ,
Reaffirmation ,
Rule 10b-5 ,
SCOTUS ,
Securities and Exchange Commission (SEC) ,
Securities Violations ,
Suspensions
• SEC ALJs are “Officers of the United States” within the meaning of the Appointments Clause and therefore must be appointed directly by the SEC. The Court’s decision may permit litigants in prior and pending administrative...more
6/26/2018
/ Administrative Agencies ,
Administrative Law Judge (ALJ) ,
Administrative Proceedings ,
Appeals ,
Appointments Clause ,
Constitutional Challenges ,
Enforcement Actions ,
Final Written Decisions ,
Lucia v SEC ,
Officers of the United States ,
Remand ,
Reversal ,
SCOTUS ,
Securities and Exchange Commission (SEC) ,
Securities Violations ,
Special Trial Judges (STJs)
• Directors were not entitled to stockholder ratification defense where stockholders only approved the general parameters of director and employee bonuses
• This marks the first time in nearly 60 years that Delaware’s...more
12/22/2017
/ Appeals ,
Board of Directors ,
Bonuses ,
Breach of Duty ,
Corporate Counsel ,
DE Supreme Court ,
Derivative Suit ,
Director Compensation ,
Discretionary Clauses ,
Dismissals ,
Equity Plans ,
Fairness Standard ,
Fiduciary Duty ,
Incentive Compensation ,
New Guidance ,
Ratification ,
Reversal ,
Self-Dealing ,
Shareholder Approval ,
Shareholder Litigation