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16 results found

Article

Orrick, Herrington & Sutcliffe LLP | USA | 8 Oct 2010

Derivative claims against Ernst & Young LLP and KPMG LLP dismissed in Computer Associates Derivative Litigation

On September 29, 2010, in the Computer Associates International Derivative Litigation, Judge Thomas C. Platt of the U.S. District Court for the Eastern District of New York granted a motion to dismiss derivative claims asserted against Ernst & Young LLP ("E&Y") and KPMG LLP ("KMPG"), the former and current auditors of Computer Associates ("CA").

Article

Vedder Price PC | USA | 4 Oct 2010

Massachusetts Supreme Court rules on application of the business judgment rule

On August 23, 2010, the Supreme Judicial Court of Massachusetts issued its ruling in Helabian v. Berv, that the business judgment rule can be applied to dismiss a derivative complaint filed timely under the Massachusetts Business Corporations Act but prior to a corporation’s rejection of the demand serving as the basis for the suit.

Article

Hunton Andrews Kurth LLP | USA | 13 Sep 2010

Second Circuit finds “insured vs. insured” exclusion ambiguous in a contract for D&O liability insurance

The United States Court of Appeals for the Second Circuit has ruled that the “insured vs. insured” exclusion in a Directors and Officers (“D&O”) liability policy is ambiguous in a case brought by the legacy entity’s directors and officers against representatives of a newly formed corporate entity.

Article

Morgan Lewis | USA | 20 Jul 2010

Appeals court finds even the word “insured” can be ambiguous in a directors and officers policy

Corporate mergers and acquisitions often result in the creation of new companies, the disappearance of old companies, the transfer of stock between shareholders, and the creation of boards of directors to effectuate a transaction.

Article

McDermott Will & Emery | USA | 3 Jun 2010

Supreme Court ruling on excessive fee claim against mutual fund investment advisor may have implications for ERISA excessive fee cases

This decision is expected to have a substantial impact for plans and fiduciaries defending the rash of pending litigation under the Employee Retirement Income Security Act of 1974.

Article

Dechert LLP | USA | 7 May 2010

Second Circuit rules securities fraud claim of mutual fund shareholders relating to affiliated transfer agent arrangements may proceed, but upholds dismissal of breach of fiduciary duty claim

A two-judge panel of the U.S. Court of Appeals for the Second Circuit (the “Court”) on February 16, 2010 vacated the dismissal of a putative class action securities fraud claim brought by shareholders of the Smith Barney family of funds (the “Funds”) under Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder and remanded the case to the district court.

Article

Baker & Hostetler LLP | USA | 28 Apr 2010

Supreme Court clarifies fiduciary duty standard on fees under Investment Company Act

On March 30, 2010, the Supreme Court of the United States determined the standard for private investors to establish a breach of fiduciary duty claim under the Investment Company Act of 1940, 15 U.S.C. 80a-1 et seq. (the "Act") in Jones v. Harris Assocs. L.P., No. 08-586, 559 U.S. __ (2010).

Article

Jones Day | USA | 21 Apr 2010

Reaffirming Gartenberg: the Supreme Court upholds the long-standing framework for evaluating mutual fund fees

On March 30, 2010, the Supreme Court unanimously reversed and remanded the Seventh Circuit's denial of an appeal of summary judgment by plaintiffs alleging that a mutual fund's investment adviser charged excessive advisory fees.

Article

Gibson Dunn & Crutcher LLP | USA | 30 Mar 2010

Supreme Court clarifies standards for judicial review of mutual fund fees

On March 30, 2010, the Supreme Court issued its decision in Jones v. Harris Associates L.P., No. 08-586.

Article

Vedder Price PC | USA | 1 Feb 2010

Second Circuit reverses decision in derivative action against fund board, certifies question to Massachusetts Supreme Court

On December 29, 2009, the Second Circuit Court of Appeals issued its ruling in Helabian v. Berv, a case that could have meaningful implications for the protection of the business judgment rule and the procedures to be followed in shareholder derivative suits in Massachusetts.

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