In 2017, courts across this country were split on whether plaintiffs could assert a class action alleging claims under the Securities Act of 1933 (which provides a private right of action against issuers and others for...more
1/18/2019
/ Bylaws ,
Corporate Governance ,
Cyan Inc v Beaver Cty Emps Ret Fund ,
Delaware General Corporation Law ,
Forum Selection ,
Initial Public Offering (IPO) ,
Jurisdiction ,
SCOTUS ,
Securities Act of 1933 ,
Securities Litigation ,
Shareholder Litigation
In a recent ruling in In re: BP p.l.c. Securities Litigation the United States District Court for the Southern District of Texas dismissed claims asserted by opt-out plaintiffs as time barred by the Exchange Act’s statute of...more
10/10/2018
/ American Pipe & Construction Co. v. Utah ,
CalPERS v ANZ Securities ,
Class Action ,
Equitable Tolling ,
Institutional Investors ,
Opt-Outs ,
SCOTUS ,
Securities Act of 1933 ,
Securities Litigation ,
Statute of Limitations ,
Statute of Repose
On Tuesday, February 6, 2018, United States District Judge Jed S. Rakoff denied class counsel’s request to file under seal three supplemental agreements to a $2.95 billion settlement in the Petrobras Securities Litigation,...more
We have been following defendants’ motions to dismiss in the In re Lending Club Securities Litigation class action, No 3:16-cv-02627-WHA, in the United States District Court for the Northern District of California (“the...more
6/22/2017
/ Federal Pleading Requirements ,
Financial Reporting ,
Initial Public Offering (IPO) ,
Internal Controls ,
Lenders ,
Misrepresentation ,
Motion to Dismiss ,
Omnicare v Laborers District Council ,
Rule 10(b) ,
Section 11 ,
Securities Act of 1933 ,
Securities Exchange Act ,
Securities Fraud ,
Shareholder Litigation
Private placement offerings are an increasingly active part of the securities business. One especially complicated and emerging area of private placements is the EB-5 Investor Visa Regional Center Program. Under the current...more
11/6/2015
/ Broker-Dealer ,
Disclosure Requirements ,
Due Diligence ,
EB-5 ,
Financial Industry Regulatory Authority (FINRA) ,
Foreign Investment ,
Foreign Nationals ,
Green Cards ,
Inducement ,
Investigations ,
Investor Visa Options ,
Lawful Permanent Residents ,
Private Placements ,
Reasonable Care ,
Regional Centers ,
Regulation D ,
Regulation S ,
Risk Mitigation ,
Rule 506 ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Underwriting ,
USCIS
Introduction:
Congress passed the Securities Act of 1933, 15 U.S.C. §§ 77a et seq. (Securities Act), and the Securities Exchange Act of 1934, 15 U.S.C. §§ 78a et seq. (Exchange Act, collectively, the Acts) following...more
I. Introduction -
a. Legislative history of the Securities Act of 19331 (“Securities Act”) and the Securities Exchange Act of 19342 (“Exchange Act” and collectively, the “Acts”).
..i. Congress passed the Acts...more