Last week, executives of the now-defunct biotechnology company, Orexigen, filed a petition for certiorari with the U.S. Supreme Court, seeking clarification of the duty to update under the federal securities laws. The...more
In Khoja v. Orexigen Therapeutics, Inc., the Ninth Circuit clarified the “rare circumstances” when a court may review documents extraneous to the pleadings in ruling on a motion to dismiss. Given that it has become routine...more
The Toshiba Securities Litigation stems from alleged violations of the Exchange Act, as well as the Financial Instruments and Exchange Act of Japan, against Toshiba Corp., in connection with its alleged accounting fraud and...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
We have been keeping up with the In re LendingClub Securities Litigation class action, No. 3:16-cv-02627-WHA in the Northern District of California (“LendingClub”), in regard to Judge William Alsup’s unusual decision to...more
The Securities and Exchange Commission (SEC) has just published three new decisions in connection with administrative proceedings against two well known immigration lawyers, as well as against a third lawyer. One party has...more
8/24/2016
/ Civil Monetary Penalty ,
EB-5 ,
Enforcement Actions ,
Finder's Fees ,
Immigration Attorneys ,
Investment Funds ,
Professional Liability ,
Sanctions ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Violations ,
Transaction-Based Compensation
Section 18 of the Securities Exchange Act, while seldom used in the past, has been increasingly used by institutional investors in suits against banks and other entities. The advantages of Section 18 are as follows...more
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
In its 2010 Morrison decision, the Supreme Court decided that Section 10(b) of the Securities Exchange Act of 1934, 15 U.S.C. § 78j(b) (“Section 10(b)”),only reaches “transactions in securities listed on domestic exchanges”...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