Securities

  • September 24, 2020

    Feds Ask Justices To Ignore Convicted HSBC Banker's Appeal

    Federal prosecutors have urged the U.S. Supreme Court to reject former HSBC executive Mark Johnson's bid for review of his fraud conviction over a $3.5 billion trade, saying taking another party's "right to control" its own assets is a settled form of wire fraud.

  • September 24, 2020

    SEC Rule A Bittersweet Victory For Whistleblower Advocates

    While applauding the U.S. Securities and Exchange Commission's decision to nix a controversial plan to limit the largest whistleblower awards, whistleblower advocates are lamenting the newfound uncertainty and ambiguity they say the SEC has injected into the program.

  • September 24, 2020

    Ex-SEC Enforcement Co-Chief To Rejoin Sullivan & Cromwell

    Steven Peikin, most recently co-director of the U.S. Securities and Exchange Commission's enforcement division, will return to his former firm Sullivan & Cromwell LLP on Nov. 2 as the head of its securities and commodities investigations and enforcement practice.

  • September 24, 2020

    Attys Decry Co-Counsel's 'Irrational' Fee Bid In ICO Suit

    Half of a co-lead counsel team cried foul play over the allegedly "irrational" disbursement of an $8.3 million counsel fee following settlement of an investors' securities offering fraud suit against Swiss blockchain company Tezos Stiftung.

  • September 24, 2020

    BMW To Pay $18M To End SEC's Inflated Disclosure Claims

    BMW and two of its subsidiaries will pay $18 million to end allegations from the U.S. Securities and Exchange Commission that the carmaker inflated its reported retail sales in the U.S. through misleading disclosures, the agency announced on Thursday.

  • September 24, 2020

    J2 Insiders Unjustly Enriched By $200M Investment, Suit Says

    Digital media business J2 Global Inc. was hit with a shareholder derivative suit Thursday in Delaware Chancery Court claiming certain former or current insiders were unjustly enriched through the company's $200 million investment in another venture affiliated with them.

  • September 24, 2020

    Howard Hughes Investors Sue In Del. For Stock Deal Records

    Real estate investment and development giant Howard Hughes Corp. was hit with a Chancery Court stockholder suit late Wednesday for access to records on the company's $594 million common stock offering in March, with investors citing concerns about lopsided insider benefits.

  • September 24, 2020

    Financial Services Co. Head Charged In $4.4M Fraud Scheme

    The head of a financial services firm was arrested Thursday and charged in Manhattan federal court with involvement in a securities fraud scheme that scammed at least 18 investors out of about $4.4 million.

  • September 24, 2020

    Goldman Gets Industry Support For High Court Cert. Fight

    Goldman Sachs got support from Wall Street groups, former U.S. Securities and Exchange Commission officials, law professors and others on Thursday in its challenge before the U.S. Supreme Court of class certification in a hotly watched securities class action.

  • September 24, 2020

    Lighting Biz Agrees To Pay SEC $1.25M Over Fraud Scheme

    An LED lighting company accused of cooking the books to illegally inflate its revenue numbers before a public offering has agreed to pay a $1.25 million penalty to the U.S. Securities and Exchange Commission, the agency told a Connecticut federal court Thursday.

  • September 24, 2020

    2nd Circ. Says Madoff Trustee Entitled To $41M Ponzi Profits

    The Second Circuit Court of Appeals affirmed a lower court decision Thursday that ordered clients of the Bernie Madoff Ponzi scheme to return $41 million in fraudulent profits to the trustee overseeing the funds' bankruptcy estate, saying they were not entitled to keep anything more than their principal investment in the fund.

  • September 24, 2020

    PE Firm Denies It Unfairly Pushed $2.2B Capital Bank Deal

    Private equity firm Crestview Partners LP told a Delaware vice chancellor Thursday that a proposed class of Capital Bank Financial Corp. shareholders has not shown the firm had the means to unduly influence Capital Bank's $2.2 billion sale to First Horizon National Corp. in 2017 so it could liquidate its ownership stake.

  • September 24, 2020

    Cisco Latest Target Of Investor Suit Over Diversity Efforts

    Cisco Systems Inc. has become the latest major company to be hit with a shareholder derivative action in California federal court for allegedly falling short on its commitments to diversity.

  • September 24, 2020

    Ex-Autonomy CFO Asks For Shorter Sentence Amid Virus

    Autonomy's former chief financial officer Sushovan Hussain asked a California federal court on Wednesday for a reduction of his five-year sentence for lying about the British software company's financials before Hewlett-Packard Co.'s $11.7 billion acquisition in 2011, arguing COVID-19 will jeopardize his health in prison. 

  • September 24, 2020

    SEC Wins Fraud Trial Against Ex-Apollo Exec

    Following a nine-day bench trial, a New York federal judge Wednesday ordered a former Apollo Management LP executive to pay a $240,000 penalty for spending his clients' funds on swanky vacations, salon trips, high-end clothing and other personal expenses, ending the almost three-year U.S. Securities and Exchange Commission case.

  • September 24, 2020

    DC Circ. Weighs Reversal of Broker's Lifetime FINRA Ban

    A D.C. Circuit panel on Thursday questioned whether a former broker's lifetime ban from the securities industry could be classified as a punitive sanction when considering whether to reverse an order upholding the Financial Industry Regulatory Authority's ban against the broker.

  • September 24, 2020

    7th Circ. Judge Skeptical Of Trader's Conspiracy Conviction

    A Seventh Circuit judge on Thursday said it was "very difficult to see" how a California stock trader could be convicted for conspiracy for his role in an insider trading scheme without evidence the source of the inside information intended it to be widely distributed.

  • September 24, 2020

    Con Man Jason Galanis Sees 6 Months Shaved From Sentence

    A Manhattan federal judge sentenced fraudster Jason Galanis Thursday to under 16 years in prison for a shareholder rip-off and a tribal bond swindle that cost investors $81 million, shaving six months from his previously announced punishment because he was ineffectively served by former counsel.

  • September 23, 2020

    Split SEC OKs Plan To Toughen Shareholder Proposal Rules

    A divided Securities and Exchange Commission on Wednesday agreed to impose stiffer requirements for shareholders seeking to submit ballot proposals, drawing rebukes from critics who argue the changes favor corporate executives at the expense of investors.

  • September 23, 2020

    Google Calls Investors' 9th Circ. Data Leak Appeal 'Mistaken'

    Google's parent company Alphabet Inc. urged the Ninth Circuit to affirm the dismissal of shareholder claims against the tech giant, arguing that the investors were "doubly mistaken" in their attempts to revive their suit over a software bug alleged to have leaked personal user information.

  • September 23, 2020

    Jurors Divided In Ex-Deutsche Traders' Spoofing Trial

    Jurors told an Illinois federal judge on Wednesday they couldn't come to a consensus in a wire fraud trial accusing two former Deutsche Bank traders of unlawfully spoofing the precious metals market, but they were ordered to continue deliberating.

  • September 23, 2020

    Former Pharma Exec Settles SEC Insider Trading Claim

    The former controller of a now-shuttered pharmaceutical company agreed Wednesday to pay $170,228 to settle insider trading claims from the U.S. Securities and Exchange Commission, which said he relied on material nonpublic information to sell his shares and profit $85,000 before the company's stock tanked.

  • September 23, 2020

    AmerisourceBergen Says Chancery Records Ruling Too Broad

    Drug wholesaling giant AmerisourceBergen Corp. urged Delaware's Supreme Court justices on Wednesday to reverse a January Chancery Court ruling that it said tilted sharply toward stockholders in disputes over demands for company records, potentially setting up businesses for harassment.

  • September 23, 2020

    Feds Say Oil Trader's 'Token Of Appreciation' Was A Bribe

    A Texas oil trader was charged Tuesday in Brooklyn, New York, with paying $870,000 in bribes for his former firm, Vitol Group, to former officials at Ecuador's national petroleum concern — payments he allegedly called a "token of appreciation" for business including a $300 million fuel contract.

  • September 23, 2020

    Tesla Investors Seek Class Cert. In Take-Private Tweet Suit

    Tesla Inc. investors asked a California federal judge on Tuesday to certify a consolidated securities class action alleging co-founder and CEO Elon Musk misled investors in 2018 with tweets about taking the electric-auto maker private.

Expert Analysis

  • Foreign Securities Class Actions 10 Years After Morrison

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    The U.S. Supreme Court’s landmark 2010 decision in Morrison v. National Australia Bank has had a sweeping impact on the application of the federal securities laws to transnational securities fraud, but it has not brought the predictability and consistency it promised and has exposed foreign issuers to greater U.S. class action liability, say attorneys at Cleary.

  • A Road Map For Drafting Persuasive Discovery Motions

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    Best practices that can help litigators write convincing discovery motions include thinking about the audience, addressing a few key questions, and leaving out boilerplate from supporting briefs, says Tom Connally at Hogan Lovells.

  • Framing The Legacy Of The SEC Under Clayton

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    Attorneys at Sidley analyze recent speeches from U.S. Securities and Exchange Commission Chairman Jay Clayton and Division of Enforcement Director Stephanie Avakian in light of the commission’s last four years of enforcement achievements, and with an eye toward the agency’s forward priorities.

  • How Congress Can Depoliticize The Supreme Court

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    Congress has multiple means to take the politics out of federal judicial nominations and restore the independence of the U.S. Supreme Court — three of which can be implemented without a constitutional amendment, says Franklin Amanat at DiCello Levitt.

  • Competing Libor-Transition Proposals Create More Problems

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    While the U.S., U.K. and EU have proposed legislation in anticipation of the approaching Libor end date, the multiplicity of their approaches gives rise to uncertainty for market participants rather than eliminating it, say Anne Beaumont at Friedman Kaplan and Janine Alexander and Audrey Favreau at Collyer Bristow.

  • Opinion

    The Case For A Nonpolitical Federal Judiciary

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    For the last 20 years, at the insistence of both parties, U.S. Supreme Court nominations have been fierce ideological battles — which is bad for the country and bad for the public's perception of the legitimacy of the court, say Judge Eric Moyé, Judge Craig Smith and Winston & Strawn partner Tom Melsheimer.

  • Anthem-Cigna Merger Ruling Highlights Post-Deal Issues

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    The Delaware Chancery Court's recent decision to halt the Anthem-Cigna merger on antitrust grounds is most notable for not holding Cigna liable for breaching its obligation to support the transaction, and underscores the vulnerability of merger-of-equals transactions to post-signing issues, say attorneys at Fried Frank.

  • The Keys To A Better Privilege Logging Paradigm

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    Current privilege logging practices to identify what information is being withheld from discovery often lead to costly disputes, so practitioners should adopt a system based on trust and good faith, similar to the presumptions embedded in the business judgment rule for corporate directors and officers, say Kevin Brady at Volkswagen and Charles Ragan and Ted Hiser at Redgrave.

  • Opinion

    Pending Changes Pose Threat To SEC Whistleblower Program

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    If the U.S. Securities and Exchange Commission approves changes to the Dodd-Frank Act whistleblower rules on Wednesday, it will weaken protections for tipsters and radically undermine a regime that has returned $750 million to investors and collected over $2.5 billion in sanctions, says Stephen Kohn of Kohn Kohn & Colapinto.

  • White House Due Process Memo Could Reform Enforcement

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    A little-noticed memo recently issued by the Trump administration in response to the pandemic, directing federal agencies to provide greater due process to individuals and companies under regulatory investigation, represents a long-overdue sea change in the way justice is carried out in enforcement proceedings, say Joan Meyer and Norman Bloch at Thompson Hine.

  • What Shifting FCPA Enforcement Means For Financial Cos.

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    In this brief video, Tom Firestone and Daniela Fonseca Puggina at Baker McKenzie analyze how Foreign Corrupt Practices Act enforcement is placing greater emphasis on bribe recipients, and what this trend means for financial institutions and their know-your-customer policies and practices.

  • Chancery Ruling Offers Takeaways On Conflicts In M&A Sales

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    The Delaware Court of Chancery's recent decision in Rudd v. Brown — a challenge to Outerwall's $1.6 billion sale to Apollo — provides valuable insight in the context of conflicts of interest and director and officer fiduciary duties during M&A sales processes completed amid threats of activist-driven proxy contests, says Sawyer Duncan at King & Spalding.

  • Law Firm Hiring Considerations In A COVID-19 Economy

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    Financially robust law firms are entering the recruiting market aggressively knowing that dislocations like the COVID-19 crisis present rare competitive opportunities, and firms that remain on the sidelines when it comes to strategic hiring will be especially vulnerable to having their best talent poached, says Brian Burlant at Major Lindsey.

  • Self-Disclosure Trends In FCPA Corporate Enforcement Policy

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    A review of 41 actions undertaken since the U.S. Department Justice's Foreign Corrupt Practices Act corporate enforcement policy was introduced four years ago reveals that the DOJ and U.S. Securities and Exchange Commission consistently reward timely self-disclosure and full cooperation, say attorneys at Ropes & Gray.

  • Hurdles Ahead For Stock Exchange Direct Listings

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    The U.S. Securities and Exchange Commission's recent approval of primary direct listings at the New York Stock Exchange suggests that companies wishing to bypass initial public offerings may soon have that option, but not without a fight over investor protection and liability concerns, say attorneys at Cleary.

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