The investor protection provisions of Title IX of the Dodd-Frank Wall Street Reform and Consumer Protection Act, H.R. 4173, 111th Cong. (2010) promise to make major changes in the world of securities enforcement and regulation. Thanks to Dodd-Frank, we will shortly see whistleblowers enticed by potentially lucrative bounties for reporting violations to a much larger and more powerful SEC.
The United States Supreme Court recently rejected years of federal jurisprudence on the extraterritorial application of §10(b) of the Securities Exchange Act. In Morrison v. National Australia Bank, the Court held that a claim brought by foreign investors against a foreign company based on shares bought on a foreign exchange — a so-called "F-cubed" case — may not be litigated in United States courts under §10(b). The Court explained that §10(b) is silent on its scope beyond US borders and, as a result, prohibits fraud only in connection with the purchase or sale of stock either made in the US or listed on a domestic exchange.
Why would 15 lawyers leave one of the largest law firms in town and start up their own? They're tapping into a new market that's growing as a result of the bad economy.
Securities industry veteran Paul A. Merolla joins Murphy & McGonigle's New York office. Merolla has had a distinguished career in the securities industry, having served as General Counsel for Instinet Group Incorporated as well as previously serving in senior legal positions at Goldman Sachs Co., Inc.
The Second Circuit has issued its first opinion analyzing the 15 year-old safe harbor provision in the Private Securities Litigation Reform Act (PSLRA) for forward-looking statements that become the subject of a Rule 10b-5 lawsuit. The opinion, Slayton v. American Express,1 has several important implications for public companies and their officers, directors and advisors. This Client Alert is intended to help public companies and their management and advisors understand Slayton’s implications for evaluating whether the forward-looking statements will be sufficiently protected by the PSLRA’s safe harbor. The Slayton decision contains important prescriptions for drafting forward-looking statements and related cautionary statements in periodic reports filed by public companies.
The boutique law firm trend continues, with more partners splitting from their big and midsize firms and striking out on their own.