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Inflation Reduction Act
Salinas v. Texas: Your Silence May Be Used Against You
On June 17, 2013, the Supreme Court of the United States issued an opinion with important ramifications for anybody who may be interviewed in connection with a criminal investigation. In Salinas v. Texas , 570 U.S. ___ (2013) (Slip. Op...
Delaware Court of Chancery Addresses Director's Duties In Connection With Change of Control Put Provisions
In a recent decision issued by the Delaware Court of Chancery, Chancellor Strine enjoined an incumbent board from impeding a shareholder consent solicitation that sought to install a competing slate of directors. The Court held that the incumbent board likely...
Supreme Court Holds That Proof Of Materiality Is Not A Prerequisite To Certification Of Fraud-On-The-Market Securities Class Actions
On February 27, 2013, the United States Supreme Court issued its decision in Amgen Inc. v. Connecticut Retirement Plans & Trust Funds , No. 11-1085, 568 U.S. __ (2013). In an opinion authored by Justice Ginsburg, 1 the Supreme Court...
SEC Seeks to Alleviate Chief Compliance Officers' Concerns Regarding Recent Enforcement Actions
On November 4, 2015, Andrew Ceresney, Director of the Division of Enforcement of the Securities and Exchange Commission (SEC), presented the keynote address at the 2015 National Conference of the National Society of Compliance Professionals. In his speech, Mr. Ceresney...
Chancery Court Endorses Predictive Coding
Signaling the growing acceptance of predictive coding of electronically stored information - a process by which computer algorithms determine whether a document is relevant - the Delaware Chancery Court this month for the first time endorsed its use. The case...
SEC Issues Risk Alert on Campaign Contributions and Pay-to-Play Prohibitions
At the beginning of the Labor Day holiday and in the heart of the campaign season, the SEC's Office of Compliance Inspections and Examinations issued a Risk Alert targeting compliance by investment banks underwriting municipal bonds with rules limiting political...
Second Circuit Clarifies Elements of a Domestic Securities Transaction Under Morrison v. National Australia Bank
On March 1, 2012, the United States Court of Appeals for the Second Circuit held that a foreign plaintiff may assert a fraud claim under the federal securities laws based on its purchases of securities issued by U.S. companies that...