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Securities Fraud Corporate Counsel

Morrison & Foerster LLP

Top 10 International Anti-Corruption Developments for June 2024

Designed for busy in-house counsel, compliance professionals, and anti-corruption lawyers, this newsletter summarizes some of the most important international anti-corruption law and enforcement developments from the past...more

Fenwick & West LLP

SEC v. SolarWinds: Court Dismisses the Majority of the SEC’s Securities Fraud Claims

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On July 18, Judge Paul Engelmayer of the Southern District of New York issued a lengthy order dismissing the majority of the SEC’s enforcement case against SolarWinds Corporation (SolarWinds) and its CISO, Timothy Brown. The...more

Morrison & Foerster LLP

Chevron Overruled and SEC Enforcement Cabined: Any Impact at the ITC?

For nearly 40 years, when a court found that a statute was ambiguous, it deferred to the reasonable interpretation of the federal agency administering the statute. This principle—known as Chevron deference, after the 1984...more

Morrison & Foerster LLP

Top 5 SEC Enforcement Developments for May 2024

Each month, we publish a roundup of the most important SEC enforcement developments for busy in-house lawyers and compliance professionals. This month, we examine: •The permanent suspension of an audit firm and its owner for...more

Morrison & Foerster LLP

Takeaways for In-House Counsel from DOJ’s First Insider Trading Trial Involving a Rule 10b5-1 Plan

On June 21, 2024, a jury in California federal court found a former chief executive officer of a publicly traded healthcare company guilty of insider trading in United States v. Peizer, the first criminal insider-trading case...more

Cooley LLP

Ninth Circuit Affirms Dismissal of Securities Fraud Claims, Rejects Allegations as Nothing More Than ‘Interesting Reading’

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A recent decision of the US Court of Appeals for the Ninth Circuit highlights the “heightened and demanding standard” required to plead securities fraud under the Private Securities Litigation Reform Act (PSLRA). In affirming...more

Foley Hoag LLP - White Collar Law &...

SEC to Continue Aggressive Enforcement Efforts in 2024 After Record-Setting 2023

This is the fourth in our 2024 Year in Preview series examining important trends in white collar law and investigations in the coming year. We will be posting further installments in the series throughout the next several...more

Venable LLP

SEC v. Govil: Circuit Split Creates Uncertainty - and Opportunity - for Defendants in Enforcement Actions

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In SEC v. Govil, No. 22-1658, 2023 WL 7137291 (2d Cir. Oct. 31, 2023), the United States Court of Appeals for the Second Circuit made clear that, in the Second Circuit, the disgorgement remedy available to the SEC pursuant to...more

Jenner & Block

Client Alert: The SEC Charges SolarWinds and Its CISO with Fraud: Key Takeaways

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This week, the SEC filed a high-profile litigation asserting fraud and internal controls charges against software company SolarWinds Corporation and its Chief Information Security Officer, Timothy G. Brown, in connection with...more

Proskauer - Whistleblower Defense

Eleventh Circuit Affirms Rejection of Employee’s SOX Claim for Lack of Protected Activity

On September 25, 2023, the U.S. Court of Appeals for the Eleventh Circuit affirmed the Department of Labor’s Administrative Review Board’s rejection of an employee’s Sarbanes–Oxley Act (SOX) retaliation claim, holding the...more

Pierce Atwood LLP

Enforcing U.S. Consumer Data Privacy Laws Part 3: Private Litigation and Arbitration

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In this third installment on the enforcement of U.S. consumer data privacy laws, we focus on the role of private litigants. Following our discussions of state and federal government enforcement, this post focuses on the third...more

Holland & Hart LLP

Three Takeaways From Recent SEC Enforcement Case

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The Securities and Exchange Commission (SEC) just announced a settled enforcement matter involving a public company and its CFO.  (AP File No. 3-21438)  The case presents three important takeaways for companies and...more

BCLP

Criminal indictment of Executive Chairman and parallel civil charges show Feds' willingness to challenge Rule 10b5-1 trading plans

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The Justice Department recently indicted the Executive Chairman of Ontrak, Inc. alleging that he failed the “clean hands” requirement because he had been aware of material nonpublic information relating to the potential loss...more

Cooley LLP

Oklahoma Firefighters Pension & Retirement Systems v. Six Flags:Fifth Circuit Opinion Reviving Securities Class Action Creates...

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Introduction - On January 18, 2023, the Fifth Circuit unanimously reversed the Northern District of Texas’s dismissal of a securities class action contending that Six Flags and two of its executives misled investors by...more

Skadden, Arps, Slate, Meagher & Flom LLP

Inside the Courts – An Update From Skadden Securities Litigators - December 2022

Cornerstone Research reports that during the first six months of 2022, plaintiffs filed 110 securities class actions, a pace that is generally in line — 2.8% higher — with what we saw in the second half of 2021. Looking...more

Goodwin

Delaware Court of Chancery Holds Buzzfeed Not Bound by Pre-SPAC Merger Employment Agreements

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On October 28, 2022, Vice Chancellor Morgan T. Zurn of the Delaware Court of Chancery ruled that the declaratory action brought by Buzzfeed Inc. against 91 current and former employees is not bound by arbitration provisions...more

Morrison & Foerster LLP

Top 5 SEC Enforcement Developments for October 2022

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In order to provide an overview for busy in-house counsel and compliance professionals, we summarize below some of the most important and interesting SEC enforcement developments from the past month, with links to primary...more

Goodwin

SEC Enforcement Against Cheetah Mobile Execs Reflects Heightened Scrutiny of 10b5-1 Plans

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​​​​​​​On September 21, 2022, the U.S. Securities and Exchange Commission (“SEC”) charged the CEO, Sheng Fu, and former president, Ming Xu, of Chinese-based technology company Cheetah Mobile Inc. (“Cheetah Mobile” or the...more

Polsinelli

Concerning Questions Raised by SEC Action Against Former Coinbase Employee

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On July 21, 2022, the Department of Justice (DOJ) and the US Securities and Exchange Commission (SEC) each alleged insider trading violations against a former Coinbase employee, his brother, and another alleged acquaintance...more

Foley Hoag LLP

SEC and DOJ Bring First-Ever Crypto Insider Trading Actions

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This year had already seen an uptick in federal enforcement activity focused on digital assets with the expansion of the SEC’s Crypto Assets and Cyber Unit (see our prior client alert on that expansion and its impact here)...more

Pietragallo Gordon Alfano Bosick & Raspanti,...

What Constitutes a Misleading Statement in a Company’s Response to a Data Breach?

Takeaway: To ensure investor safety and emphasize a commitment to user privacy, corporate executives and similarly-situated high ranking officers must not provide any statements or omissions that affirmatively create a...more

Allen Matkins

A Truly Piscatory Exemption

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California's blue sky law, the Corporate Securities Law of 1968, generally requires that offers and sales of securities be qualified unless the security or transaction is exempt or not subject to qualification.  Most...more

Morrison & Foerster LLP

The Second Circuit Second Guesses Not Disclosing a Pending SEC Investigation

Determining whether and when to disclose an SEC investigation is a challenging judgment call for many public companies. This decision often turns on many factors, including the nature, scope, stage, and subject matter of the...more

Lowenstein Sandler LLP

Fifth Circuit Requires Jury Trials for SEC Fraud Defendants

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On May 18, the U.S. Court of Appeals for the Fifth Circuit held that defendants in SEC enforcement actions for fraud are entitled to jury trials in federal court rather than simply appearing before an SEC administrative law...more

Dechert LLP

SEC Tags Nvidia for Alleged Disclosure Insufficiencies in its Cryptocurrency Mining Business

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Key Takeaways- The United States Securities and Exchange Commission announced a settlement against chip manufacturing company Nvidia Corporation, on May 6, 2022, for inadequate disclosures concerning the impact of...more

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