SEC Now Requires Commission Approval for Subpoenas, but Says It Is Not ‘Walking Away’ From Enforcement
On March 10, 2025, the US Securities and Exchange Commission (SEC) adopted a final rule that will require a majority of the Commissioners to agree before the SEC formally opens an investigation. For the past 15 years, that power had been delegated to the SEC’s director of the Division of […]
On Remand From SCOTUS, Ninth Circuit Rejects Investor’s Efforts to Save Section 11 Direct Listing Claim, Holds Section 12(a)(2) Likewise Requires Tracing
On February 10, 2025, the US Court of Appeals for the Ninth Circuit issued the latest decision in Pirani v. Slack Technologies, a long-running case examining the tracing requirements under Sections 11 and 12 of the Securities Act of 1933. Following the US Supreme Court’s unanimous decision in June 2023 […]
SEC Announces New Cyber and Emerging Technologies Unit
On February 20, 2025, the US Securities and Exchange Commission (SEC) announced the creation of a new enforcement unit – the Cyber and Emerging Technologies Unit (CETU). The SEC’s announcement made clear that the new unit would replace the existing Crypto Assets and Cyber Unit, which was created in 2017, substantially […]
Trends in 2024 Securities Class Actions: AI and Biotech Cases On the Rise, Second Circuit Bounces Back
Cornerstone Research recently issued its 2024 Year in Review report examining recent trends in securities class action filings. For the second year in a row, the number of securities class action filings saw an uptick, according to the report. As with 2023, the increase is attributed to a rise in […]
Delaware Supreme Court Reverses Chancery Court, Holds Business Judgment Review Applicable to Tripadvisor’s Decision to Reincorporate in Nevada
Delaware corporations contemplating conversion to another state should take note of the Delaware Supreme Court’s recent decision in Maffei, et al. v. Palkon, et al., in which the court ruled that Tripadvisor’s decision to reincorporate in Nevada was subject to business judgment review because no existing or threatened litigation was alleged. […]
Don’t Celebrate Just Yet – Potential Litigation Risks Under the Trump Administration
The inauguration of President Donald J. Trump has been widely celebrated as the dawn of the first pro-crypto presidential administration – a dramatic shift from the Biden administration’s antagonistic stance on crypto. But the road ahead might not be as smooth as it seems. Sure, there’s reason for optimism. The […]
SEC Announces FY2024 Enforcement Results, Including Record-breaking Financial Remedies
The Securities and Exchange Commission (SEC) recently announced its enforcement results for fiscal year 2024, during which the SEC obtained the highest amount of financial remedies in history—$8.2 billion, representing a 66% increase from FY2023. Over half of that amount is attributable to a $4.5 billion settlement following the SEC’s […]
10th Circuit Rejects Scheme Liability Claim, Finds Presumption of Reliance Rebutted on the Pleadings – A Significant Cooley Win
On October 15, 2024, the US Court of Appeals for the Tenth Circuit affirmed the district court’s dismissal of all claims in In re Overstock Securities Litigation. In doing so, the Tenth Circuit decided an issue of first impression, holding that an open-market transaction must be “accompanied by plausibly alleged […]
Securities Litigation + Enforcement Highlights From Q2 + Q3 2024
Cooley’s securities litigation + enforcement group continued to share key insights on key cases and developments in securities litigation throughout the spring and summer. They highlighted important decisions in Delaware courts, precedent-setting cases in the US Supreme Court and appellate courts, and recent developments at the Securities and Exchange Commission […]
Recent Trends in Parallel Derivative Action Settlement Outcomes
A new report by Cornerstone Research, a top consulting and expert testimony firm, highlights recent trends in settlements of derivative lawsuits brought in parallel to securities class actions. Derivative lawsuits refer to lawsuits brought by shareholders on behalf of a company. Often, derivative actions take the form of “follow-on” lawsuits […]