To be guilty of insider trading, a tipper of inside information must receive a “personal benefit” in exchange for his tips. On December 6, 2016, the Supreme Court unanimously held in ...
Life sciences companies are frequent targets of securities litigation. Often, when a company discloses bad news about a developing device or drug, the company’s stock price drops and pl...
The possibility that a C-level executive might have his or her compensation “clawed back” after engineering a financial fraud is not new. Many corporate officers, however, may not rea...
Today, the Ninth Circuit issued an opinion in SEC v. Jensen. The court held that Rule 13a-14 of the Securities Exchange Act confirms that the SEC has a cause of action against CEOs and C...
In recent months, there have been a number of important developments relating to stockholder appraisal rights in Delaware. Appraisal rights are generally available to dissenting stockhol...
On June 9, 2016, New York’s highest court issued an important decision on the “common interest doctrine,” limiting the circumstances in which parties with common legal interests may...
On June 1, 2016, the United States Court of Appeals for the Second Circuit held that federal courts do not have jurisdiction to hear constitutional challenges to ongoing Securities and Ex...
On April 5, 2016, the U.S. Department of Justice (“DOJ”) launched a new one-year pilot program encouraging voluntary self-disclosure of misconduct related to the Foreign Corrupt Pract...
A recent Court of Appeals decision sharply limits the authority of judges to reject Deferred Prosecution Agreements (“DPAs”). On April 5, 2016, the U.S. Court of Appeals for the Distr...
In two recent cases, the SEC affirmatively decided not to bring clawback actions under Section 304 of the Sarbanes-Oxley Act (“SOX”) against executives who reimbursed their respective...
