The Sound of Silence
Under federal law, it is securities fraud, pursuant to what is commonly known as SEC Rule 10(b)-5,[i] “to make any untrue statement of a...
WINNING A PROXY FIGHT BEFORE IT STARTS
The law of unintended consequences, often cited, but not very well defined, holds that the actions of a person, organization or...
A BAD PLAN POORLY EXECUTED
The definition of securities fraud under federal law, essentially a misrepresentation of information useful to an investor in making...
SEC Rule Mandating Share Buyback Disclosure Challenged by Chamber
Stock buybacks are a common, and ever more popular, feature of our financial landscape. In 2022, corporations purchased $1.25 trillion...
What Happens When Precedent Has a Short Half Life
When are legal precedents not very durable? Often when they are established by the National Labor Relations Board (“NLRB”). Here’s an...
Court Cuts Investor Some Slack
In 2018, the New York Stock Exchange introduced a rule, which the SEC approved, authorizing companies to go public through a Selling...