450 results for 'cat:"Securities"'.
J. Rakoff certifies a class of investors who held Class A shares in the defendant corporation who claim they are entitled to a pro rata distribution of a termination fee the company received from another company with which a planned merger failed. The investors had no duty to mitigate their damages because they do not seek any additional damages, only the distribution of a fee paid to the company. The firm Morris Kandinov LLP is appointed as class counsel.
Court: USDC Southern District of New York, Judge: Rakoff, Filed On: November 1, 2023, Case #: 1:22cv10986, NOS: Stockholders’ Suits - Contract, Categories: securities, Class Action
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J. Menashi finds that the district court improperly allowed securities regulators to assess additional disgorgement penalties against a company principal who kept money raised in three stock offerings. Precedent holds that disgorgement is governed by equitable limitations, and thus the lower court must determined on remand whether defrauded investors suffered financial harm in the scheme. If disgorgement is applicable, the value of the principal's surrendered stock should be credited toward the overall award.
Court: 2nd Circuit, Judge: Menashi, Filed On: October 31, 2023, Case #: 22-1658, Categories: Civil Procedure, Fraud, securities
J. Carney grants the Securities and Exchange Commission a preliminary injunction, including court-ordered preservation of evidence and an asset freeze, for its lawsuit alleging that the sham investment institution and others engaged in an ongoing Ponzi-like scheme that raised over $2.2 million from about 168 investors. The injunction is appropriate because the sham investment institution and others are likely to repeat their violations due to their persistent fraudulent conduct months after they received the SEC's cease-and-desist letter.
Court: USDC Central District of California, Judge: Carney, Filed On: October 30, 2023, Case #: 8:23cv1807, NOS: Securities/Commodities/Exchange - Other Suits, Categories: securities, Injunction
J. Navarro grants the stock transfer agent’s motion to deposit funds after the stockholder filed suit alleging its and the tech company’s failure to register and transfer his shares of stock. The stockholder would have received $187,500 for shares but for the agent’s refusal to register and transfer the shares. The court awarded the stockholder damages accounting for the loss at which he sold his shares during the lawsuit as the agent distributed them. The award does not remedy the period in which the stockholder was deprived the use and value of the stock’s money, and the tech company is equally liable.
Court: USDC Nevada, Judge: Navarro, Filed On: October 25, 2023, Case #: 2:21cv2040, NOS: Stockholders’ Suits - Contract, Categories: securities, Damages, Business Expectancy
J. Wright grants final approval to a class-action settlement in securities litigation, the exact nature of which remains under seal, but which involved allegations that a company misrepresented facts about its products and supply chains to investors. The settlement provides adequate relief for all class members in the form of reforms to the company's corporate governance and risk management, and the attorney fees awarded are appropriate.
Court: USDC Minnesota, Judge: Wright, Filed On: October 25, 2023, Case #: 0:21cv1965, NOS: Securities/Commodities/Exchange - Other Suits, Categories: securities, Class Action
J. Lee finds that the district court properly denied attorney fees and nontaxable costs under the Equal Access to Justice Act and remanded the district court’s award of taxable costs concerning an underlying ERISA claim alleging that defendants sold their company to an employee stock ownership plan (ESOP) at an inflated value. The district court was correct in concluding that the government’s position at trial was "substantially justified," in denying attorney fees and nontaxable costs. Affirmed.
Court: 9th Circuit, Judge: Lee, Filed On: October 25, 2023, Case #: 22-15378, Categories: Erisa, securities
J. Lamberth grants, in part, a group of investors' motion for entry of judgment with pre-judgment interest in their case against Fannie Mae, in which a jury awarded them $299 million. Simple, fixed interest is awarded, as they have failed to show compound interest is warranted, nor have they challenged a fixed interest rate.
Court: USDC District of Columbia, Judge: Lamberth, Filed On: October 24, 2023, Case #: 1:13cv1053, NOS: Other Statutory Actions - Other Suits, Categories: securities, Damages
[Consolidated.] J. Brennan finds that the lower court properly convicted both defendants of fraud for "spoofing" the precious metals market by placing fake orders with no intent to trade to push the market in a certain direction. The evidence is sufficient to support defendants' conviction, showing that they placed the orders solely to manipulate the market. Affirmed.
Court: 7th Circuit, Judge: Brennan, Filed On: October 23, 2023, Case #: 23-1528, Categories: Fraud, securities
J. Harris finds that the trial court properly granted summary judgment to a university that was sued by a research partner that claimed the university had breached a shareholder agreement. No issue of fact was presented that would indicate that the university ever signed an agreement, that it had agreed to its terms or that the agreement was enforceable. Affirmed.
Court: Utah Court Of Appeals, Judge: Harris, Filed On: October 19, 2023, Case #: 20210654-CA, Categories: securities, Contract
J. Higginson denies a corporate advocacy group’s petition for review of the SEC’s approval of a rule that would require companies listed on the Nasdaq stock exchange to disclose information about board members, as well to give certain companies access to a board recruiting service. The group identifies no requirement of the Securities Exchange Act to which questions regarding the list of board-ready diverse candidates and availability of services are important or relevant. The group has shown no evidence that the approval order violates any acts or policies.
Court: 5th Circuit, Judge: Higginson, Filed On: October 18, 2023, Case #: 21-60626, Categories: Evidence, securities, Agency
J. McKeown finds that the district court properly dismissed challenged statements regarding the risk of security breaches and the risk of the public not perceiving Facebook’s products to be “useful, reliable, and trustworthy” in a class action third amended complaint concerning the purchase of Facebook common stock in 2017 and 2018. The class alleges a violation of the Securities Exchange Act concerning an incident in March of 2018 when news broke that Cambridge Analytica improperly harvested personal data from millions of unwitting Facebook users and retained copies of the data beyond Facebook’s control. Facebook also allowed "whitelisted third-party apps" to access users’ Facebook friend data without the users’ friends’ consent. The public later learned that Facebook had known of Cambridge Analytica’s misconduct for over two years and failed to inform affected users. Cambridge Analytica and whitelisting revelations, and not any other factor, caused a July 2018 stock drop. The panel reversed the lower court’s dismissal of claims as to Facebook’s statements regarding data control that predated the whitelisting revelation. Affirmed in part.
Court: 9th Circuit, Judge: McKeown, Filed On: October 18, 2023, Case #: 22-15077, Categories: securities, Privacy, Class Action
J. D'Auria finds the lower court properly refused to vacate a $57 million arbitration award in favor of an employer. The employee's decision to flee the U.S. and return to his native India after criminal charges were filed allowed for application of the fugitive disentitlement doctrine, especially considering the employee's own actions once he fled to India resulted in his inability to fully participate in the arbitration hearing. Affirmed.
Court: Connecticut Supreme Court, Judge: D'Auria, Filed On: October 16, 2023, Case #: SC20677, Categories: Arbitration, securities, Fiduciary Duty
J. Smith finds the district court properly dismissed the removal and appropriations clause claims brought by the private shareholders of Fannie Mae and Freddie Mac. The uncertain and speculative arguments in the shareholders’ amended complaint stating that “but for the removal restriction” the Trump Administration would have exited the conservatorships and returned the companies to private control cannot survive dismissal. Cited case law does not change the law with respect to the appropriations clause and cannot be an intervening change in law that justifies ignoring the mandate rule. Affirmed.
Court: 5th Circuit, Judge: Smith, Filed On: October 12, 2023, Case #: 22-20632, Categories: Government, securities, Banking / Lending
J. Trauger grants the Dollar General defendants' motion to dismiss this stockholder derivative complaint asserting claims for breach of fiduciary duty and unjust enrichment against certain individual directors and executives, in connection with allegations of employee safety failures. The stockholder plaintiff should have given the board of directors an "opportunity to evaluate this proposed lawsuit" prior to bringing suit. Accordingly, he is not entitled to bring the derivative suit under Tennessee law.
Court: USDC Middle District of Tennessee , Judge: Trauger, Filed On: October 12, 2023, Case #: 3:23cv59, NOS: Stockholders’ Suits - Contract, Categories: securities, Fiduciary Duty
J. Gardephe grants the credit rating agencies' motion to dismiss securities fraud claims alleging that it assigned false and misleadingly high ratings to auction rate securities. The investors have not plausibly alleged that the ratings issued by the agencies were fraudulent when made. Further, they cannot make a negligent misrepresentation claim under Ohio law, because the ratings were issued to investors around the world, not just to a limited class of investors.
Court: USDC Southern District of New York, Judge: Gardephe, Filed On: October 12, 2023, Case #: 1:10cv5095, NOS: Securities/Commodities/Exchange - Other Suits, Categories: Fraud, securities
J. Thomas dismisses a putative securities fraud class action for lack of jurisdiction due to appellant’s lack of standing. An individual filed the action under the Private Securities Litigation Reform Act of 1995, and the district court appointed Public Employees’ Retirement System of Mississippi (PERSM) as lead plaintiff. PERSM filed a first and then second amended complaint, and the district court dismissed for failure to state a claim. PERSM did not appeal.
Court: 9th Circuit, Judge: Thomas , Filed On: October 11, 2023, Case #: 22-15660, Categories: Employment, securities, Class Action
J. Stewart denies the real estate developer executives' motions for rehearing on their convictions for conspiracy to commit wire fraud and securities fraud and aiding and abetting securities fraud. Arguments regarding the sufficiency of evidence, jury instruction, and limiting cross-examination do not warrant a new trial. Arguments involving imposed time limits due to the number of defendants fail because objections were not preserved at trial and the record states that more time would have been granted if requested. There is no cumulative error because no errors have been identified and the government has presented substantial evidence of guilt. Affirmed.
Court: 5th Circuit, Judge: Stewart, Filed On: October 11, 2023, Case #: 22-10511, Categories: Evidence, Fraud, securities
J. McConnell denies the cancer treatment developer’s petition for a writ of mandamus challenging the trial court’s denial of its motion to dismiss this shareholder dispute as not complying with forum selection clauses in its certificate of incorporation. The trial court properly declined to enforce forum selection after finding that the Delaware Court of Chancery provides no right to a civil jury trial, depriving the shareholder of that right in violation of California public policy. A partial dismissal as sought by the developer would require litigation in multiple, widespread courts, creating a risk of inconsistent findings. The opinion is modified with footnotes addressing the court of appeal’s declining to address new arguments, and there is no change in the judgment.
Court: California Courts Of Appeal, Judge: McConnell, Filed On: October 10, 2023, Case #: D081670, Categories: Judiciary, securities, Venue
J. Gonzalez dismisses a putative securities fraud class action against a lithium-ion battery recycling and recovery company, plus its former officers and directors, alleging it made false and materially misleading statements its IPO documentation, specifically statements regarding the revenue it received from one of its supposed customers, who was later revealed in a report published by a short seller to be a broker that was providing financing. The court finds the complaint fails to specify with adequate granularity which statements the company made in its IPO documentation that were false or misleading. The court grants the litigants permission to file a motion for leave to amend.
Court: USDC Eastern District of New York, Judge: Gonzalez, Filed On: October 6, 2023, Case #: 1:22cv2222, NOS: Securities/Commodities/Exchange - Other Suits, Categories: securities, Class Action