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New York Court of Appeals Elucidates the Requirement of Pleading Damages in a Fraudulent Inducement Case

USA - May 5 2017 On March 2, 2017, the New York Court of Appeals ruled, in a 5-0 decision, that in order to successfully allege fraudulent inducement, the plaintiff…

Bradley J. Bondi, Charles A. Gilman, Nicole Ligon, John J. Schuster

Delaware Court of Chancery Upholds Termination of Merger Agreement Based on Material Adverse Effect

USA - November 20 2018 The notoriously elusive "Material Adverse Effect" clause made a decisive appearance in October when the Delaware Court of Chancery issued its…

Helene R. Banks, Bradley J. Bondi, Charles A. Gilman, Geoffrey E. Liebmann, Flavia Vehbiu

President Takes Executive Actions Affecting Dodd-Frank and the DOL Fiduciary Duty Rule

USA - February 17 2017 On February 3, 2017, President Trump took two executive actions affecting financial regulations. First, he issued an executive order that likely is…

Bradley J. Bondi, Charles A. Gilman, Glenn J. Waldrip, Jr, Sara Ortiz, John J. Schuster, Michael D. Wheatley

SEC Charges Former Executive with Insider Trading on a Misappropriation Theory—with a Twist

USA - September 21 2021 On August 17, 2021, the Securities and Exchange Commission ("SEC") filed a complaint (the "Complaint") in the U.S. District Court for the Northern…

Bradley J. Bondi, Sarah Klein-Cloud

Investor Advisory Committee Recommends Rule 10b5-1 Reform

USA - September 16 2021 On August 26, 2021, the Investor as Owner Subcommittee ("Subcommittee") of the Securities and Exchange Commission's Investor Advisory Committee…

Helene R. Banks, Sarah Klein-Cloud