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Results: 1-10 of 28

Will foreign investors find a welcome mat in U.S. courthouses?

  • Hogan Lovells
  • -
  • USA
  • -
  • January 9 2009

During the past few years, several U.S. courts have addressed an increasingly important and controversial topic: When can foreign investors use U.S. courts and U.S. securities laws to pursue investment fraud claims?

Delaware Chancery Court limits attorney-client privilege for report and communications of counsel to special committee

  • Hogan Lovells
  • -
  • USA
  • -
  • December 17 2007

The Delaware Court of Chancery has issued a decision in the ongoing stock option litigation regarding Maxim Integrated Products, Inc., Ryan v. Gifford, Civ. Action No. 2213-CC (November 30, 2007), potentially limiting the protection of the attorney-client privilege in cases where a special committee of a company’s board shares its report or findings with third parties, including the board itself

Supreme Court limits application of Section 10(b) and Rule 10b-5 of Exchange Act to domestic transactions

  • Hogan Lovells
  • -
  • USA
  • -
  • June 30 2010

On June 24, the U.S. Supreme Court held in Morrison v. National Australia Bank Ltd. that the principal antifraud provisions of the federal securities laws, Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder, do not apply to transactions that occur outside the United States

2009 SEC enforcement developments regarding public companies

  • Hogan Lovells
  • -
  • USA
  • -
  • February 24 2010

Although the United States Securities and Exchange Commission (SEC) filed several significant enforcement actions affecting public companies during 2009, the news story of the year was that a new sheriff came to town and put in place profound process changes within the Division of Enforcement

Securities litigation review

  • Hogan Lovells
  • -
  • USA
  • -
  • January 7 2011

The Enforcement Division announced an initiative in early 2010 - paralleling Department of Justice (DOJ) policies - offering the carrot of non-prosecution agreements to encourage greater cooperation by companies and individuals

Chief executive found guilty of making misleading statements

  • Hogan Lovells
  • -
  • United Kingdom
  • -
  • July 1 2011

At the end of what has been a large-scale and long investigation by the SFO, Stuart Pearson, former chief executive of AIM-listed Langbar International (formerly Crown Corporation Ltd ("Crown")) was found guilty at the end of June of three counts of making misleading statements to the market

Third Circuit reverses controversial Section 16(b) decision.

  • Hogan Lovells
  • -
  • USA
  • -
  • October 10 2008

On October 1, the U.S. Court of Appeals for the Third Circuit reversed its controversial decision in 2002 in Levy v. Sterling Holding Co., LLC restricting the availability of two important exemptions from Section 16(b) of the Exchange Act, which requires disgorgement of “short-swing” trading profits realized by public company insiders

U.S. Supreme Court Matrixx decision rejects statistical significance as bright-line test of materiality

  • Hogan Lovells
  • -
  • USA
  • -
  • April 11 2011

In its unanimous opinion in Matrixx Initiatives, Inc. v. Siracusano issued on March 22, the U.S. Supreme Court reaffirmed its long-established standard for determining materiality with respect to securities fraud claims under Section 10(b) of the Securities Exchange Act of 1934 and the SEC's Rule 10b-5

U.S. Court of Appeals for D.C. Circuit rejects proxy access rule

  • Hogan Lovells
  • -
  • USA
  • -
  • August 1 2011

On July 22, 2011, the United States Court of Appeals for the District of Columbia Circuit vacated an SEC rule that would have enabled shareholders of public companies to propose their own director nominees for inclusion in their company's proxy materials

Martin Act does not preclude a private litigant from bringing a non-fraud common-law cause of action

  • Hogan Lovells
  • -
  • USA
  • -
  • December 22 2011

The New York Court of Appeals has held that New York's Martin Act, created in 1921 and granting broad discretionary powers to the Attorney General for fighting financial fraud, does not preclude private investors from bringing lawsuits based on common-law securities torts claims

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