Announcements
- July 13, 2005 1:32 AM New Content Posted
- July 6, 2005 1:40 AM Related Resources
- June 14, 2005 1:15 AM Sheppard Mullin Announces New Corporate & Securities Blog
- March 9, 2010 1:09 PM Joint Venture Exception to the Usury Laws
- February 1, 2010 6:37 PM Lower Filing Thresholds for HSR Act Premerger Notifications and Interlocking Directorates Announced
- November 24, 2009 3:59 PM First SEC enforcement action under Regulation G for Misleading Non-GAAP Financial Measures
- January 27, 2009 10:22 AM E-Proxy Rules Effective for All Public Companies
- August 26, 2008 8:12 PM Parties May Elect Appellate Review For Arbitration Awards
- August 8, 2008 3:47 PM California Supreme Court Disapproves "Narrow Restraint" Exception For Covenants Not To Compete; Holds General Waivers Should Not Be Interpreted To Waive Non-Waivable Rights
- June 5, 2008 3:21 PM SEC Proposed Amendments to Cross-Border Tender Offer Rules
- March 16, 2006 5:36 PM Automatic Shelf Registration Statements
- March 9, 2006 5:36 PM SEC Approves Nasdaq as a National Securities Exchange
- March 6, 2006 4:54 PM Arbitrators, not Courts, Decide the Validity of Arbitration Clauses
- December 19, 2005 7:14 PM New SEC Rules Affect Periodic Disclosure Requirements
- December 9, 2005 6:37 PM IRS Suspends Section 409A Reporting and Withholding Requirements for 2005
- December 7, 2005 1:48 AM Deferred Compensation: Section 409A Action Steps for 2005
- September 22, 2005 2:02 AM FASB Provides Relief on Issue of "Grant Date" for Equity Compensation
- August 26, 2005 8:18 PM Time to Establish a Deferred Compensation Action Plan
- June 5, 2005 5:39 PM SEC Begins Releasing Comment Letters and Responses
- June 1, 2005 7:27 PM Contact Us
- September 3, 2010 12:39 PM DODD-FRANK: WHAT NON-FINANCIAL FOREIGN PRIVATE ISSUERS NEED TO KNOW
- September 3, 2010 10:50 AM Legal Update: Dodd-Frank Redefines "Accredited Investor" and the SEC Provides New Guidance
- August 17, 2010 1:50 PM Registered Public Offerings Of Debt Securities And The Use Of Credit Ratings Information In SEC Filings After Dodd-Frank
- July 26, 2010 3:48 PM The Regulatory March to Reform Executive Compensation Practices Takes Another Step Forward
- July 23, 2010 7:59 AM Legal Update: Dodd-Frank Redefines "Accredited Investor"
- July 21, 2010 5:15 PM President Obama Signs Dodd-Frank Act Into Law
- July 16, 2010 5:03 PM Senate Passes Dodd-Frank Wall Street Reform and Consumer Protection Act
- April 29, 2010 1:26 PM Recent Court Ruling Exposes Mutual Funds to Whistleblower Suits
- March 1, 2010 8:46 AM United States Supreme Court Clarifies Standard For Determining Corporate Citizenship For Purposes Of Federal Court Diversity Jurisdiction
- January 8, 2010 1:37 PM California Court of Appeal Clarifies Fiduciary Duties When a Company is Insolvent or Nearing Insolvency
- December 23, 2009 7:01 PM SEC Provides Guidance on Effective Dates of Expanded Executive Compensation and Corporate Governance Rules
- December 18, 2009 4:45 PM Just in Time for 2010 Proxy Season - SEC Adopts Significant Expansion of Executive Compensation and Corporate Governance Rules
- November 24, 2009 3:59 PM First SEC enforcement action under Regulation G for Misleading Non-GAAP Financial Measures
- November 19, 2009 12:44 PM IRS Issues Final Regulations Regarding Annual ISO/ESPP Reporting Requirements
- July 28, 2009 8:35 AM California Supreme Court Holds Corporation Liable for Delivery of Unclaimed Stock
- July 22, 2009 8:19 AM NINTH CIRCUIT RULES THAT D&O POLICIES' "INSURED VERSUS INSURED" EXCLUSION APPLIES TO DEBTORS-IN-POSSESSION AND ASSIGNEE CREDITORS DURING BANKRUPTCY PROCEEDINGS
- April 28, 2009 4:38 PM Delaware Court Confirms LLC Managers And Members Owe Fiduciary Duties And Duties Of Good Faith And Fair Dealing
- October 1, 2008 3:44 PM Governor Vetoes California Legislation Allowing Directors to Consider Factors in Addition to the Interests of Shareholders
- September 30, 2008 1:09 PM NYSE and Nasdaq Amend Tests for Director Independence
- September 24, 2008 6:12 PM The Best Lawyers in America 2009
- September 2, 2008 9:51 PM Delaware Chancery Court Denies Advancement Claim Brought By Former Director Where Subsequent By-Law Amendment Retroactively Limited Advancement Rights Of Former Directors
- August 7, 2008 7:16 PM Proposed California Legislation Would Allow Directors To Consider Factors In Addition to the Interests of Shareholders
- July 22, 2008 3:04 PM Stanford University Study Casts Doubt On The Validity Of Governance Ratings
- June 19, 2007 8:10 PM Delaware Chancery Court Criticizes Small-Cap Company's Board For Failing To Fulfill Revlon Duties When Selling Company To Private Equity Firm
- May 25, 2007 5:39 PM Section 404 Updates: SEC Adopts New Interpretative Guidance And Rules, And PCAOB Adopts New Auditing Standard No. 5
- September 7, 2006 7:57 PM SEC to Revisit Proxy Access
- September 6, 2006 7:49 PM Court Revives Proxy Access Debate
- June 26, 2006 4:25 PM Implementing a Whistleblower System for Foreign Subsidiaries in the EU
- March 15, 2006 1:03 AM HP Stockholders Reject Majority Vote Standard
- March 14, 2006 12:49 AM CA Introduces Bill Requiring Majority Vote in Director Elections
- March 13, 2006 12:31 AM Majority Vote in Director Elections: Alternate Standards
- July 21, 2010 5:15 PM President Obama Signs Dodd-Frank Act Into Law
- July 16, 2010 5:03 PM Senate Passes Dodd-Frank Wall Street Reform and Consumer Protection Act
- September 26, 2008 5:39 PM Are You Ready For XBRL?
- September 24, 2008 5:19 PM SEC Issues Updated Guidance on the Use of Company Web Sites
- September 8, 2008 2:51 PM Employer That Reviewed Text Messages Violated Employee's Right To Privacy
- June 5, 2008 3:21 PM SEC Proposed Amendments to Cross-Border Tender Offer Rules
- January 15, 2008 7:10 PM Immediate Disclosure Relief For "Smaller Reporting Companies"
- June 19, 2007 8:10 PM Delaware Chancery Court Criticizes Small-Cap Company's Board For Failing To Fulfill Revlon Duties When Selling Company To Private Equity Firm
- August 15, 2006 12:24 PM SEC Adopts Major Changes To Executive Compensation And Related Party Disclosure Requirements
- February 25, 2006 2:12 AM SEC Proposes Amendments to Executive Compensation and Related Party Disclosure
- July 12, 2005 10:27 PM SEC Demands Timely Disclosure of Relationships with Directors
- July 5, 2005 7:46 PM Titan Case Highlights Importance of FCPA Compliance and Accuracy of Representations and Warranties in Filed Contracts
- June 22, 2005 7:45 PM SEC Sharpens Focus on Disclosure of Executive Perks
- June 5, 2005 12:32 PM SEC Brings Action for Reaffirmation of Earnings Guidance
- June 5, 2005 10:40 AM Companies Reduce Quarterly Earnings Guidance
- June 7, 2010 11:02 AM Third Thursday Emerging Company Webinar: Preparing for the M&A Exit
- June 7, 2010 11:00 AM Third Thursday Emerging Company Webinar: The Return of the IPO as a Viable Exit - Key Indicators, Considerations and Early Action Items
- June 5, 2010 10:47 AM Third Thursday Emerging Company Webinar: Doing Business With The Government
- June 3, 2010 10:46 AM Third Thursday Emerging Company Webinar: Dealing With Vendors/Distributors and What Happens if They Fail
- June 1, 2010 10:43 AM Third Thursday Emerging Company Webinar: OUTSOURCING AND OFFSHORING: Business Strategies and Legal Considerations for Emerging Companies
- May 1, 2010 10:42 AM Third Thursday Emerging Company Webinar: SEED AND ANGEL CAPITAL: The Case for Convertible Notes
- April 1, 2010 10:40 AM Third Thursday Emerging Company Webinar: Legal Issues Surrounding Using The Internet -- Advertising, e-Commerce, & Social Networking
- March 1, 2010 10:40 AM Third Thursday Emerging Company Webinar: Formation Issues and Changes In Structure -- Tax Considerations
- February 1, 2010 10:39 AM Third Thursday Emerging Company Webinar: What Happens If You Get Sued - Litigation Basics
- January 1, 2010 10:38 AM Third Thursday Emerging Company Webinar: Stock Options and Other Equity Compensation Arrangements for Start-Up Companies
- December 1, 2009 10:37 AM Third Thursday Emerging Company Webinar: Space Requirements for Start-Up Companies
- November 1, 2009 10:31 AM Third Thursday Emerging Company Webinar: Protection of Intellectual Property
- October 1, 2009 10:30 AM Third Thursday Emerging Company Webinar: Employment Basics for Start-ups
- September 1, 2009 10:18 AM Third Thursday Emerging Company Webinar: Sources of Capital
- September 3, 2010 12:39 PM DODD-FRANK: WHAT NON-FINANCIAL FOREIGN PRIVATE ISSUERS NEED TO KNOW
- September 3, 2010 10:50 AM Legal Update: Dodd-Frank Redefines "Accredited Investor" and the SEC Provides New Guidance
- July 26, 2010 3:48 PM The Regulatory March to Reform Executive Compensation Practices Takes Another Step Forward
- July 21, 2010 5:15 PM President Obama Signs Dodd-Frank Act Into Law
- July 16, 2010 5:03 PM Senate Passes Dodd-Frank Wall Street Reform and Consumer Protection Act
- March 8, 2010 8:10 AM Proxy Season Heats Up as New Executive Compensation Rules are Effective and SEC Provides New Disclosure Guidance
- January 11, 2010 2:50 PM Reminder For Corporations To Issue Annual ISO/ESPP Information Statements To Employees By January 31
- December 23, 2009 7:01 PM SEC Provides Guidance on Effective Dates of Expanded Executive Compensation and Corporate Governance Rules
- December 18, 2009 4:45 PM Just in Time for 2010 Proxy Season - SEC Adopts Significant Expansion of Executive Compensation and Corporate Governance Rules
- November 30, 2009 12:24 PM IRS Issues New Final Regulations for Employee Stock Purchase Plans ("ESPP")
- October 27, 2009 7:30 PM Federal Government Fires More Salvos At Executive Compensation
- August 7, 2009 1:18 PM House Quickly Passes Legislation to Control Executive Compensation Practices
- July 22, 2009 8:25 AM New Draft Legislation Continues the Assault on Executive Compensation
- July 17, 2009 3:20 PM Changes in Store for 2010 Proxy Season as SEC Proposes Significant Expansion of Executive Compensation and Corporate Governance Rules and Treasury Releases Draft New Legislation
- June 18, 2009 11:00 AM New TARP Executive Compensation Guidance and a Call for Further Reform in Executive Compensation Practices
- August 31, 2010 9:29 AM Department Of Labor Attempts To Extend The "Christian Doctrine" To Subcontracts
- April 28, 2010 12:32 PM New Healthcare Law Requires Financial Disclosures By Referring Physicians
- March 11, 2009 5:16 PM HIPAA Statutory Changes Require Action Now by Providers, Plans and Their Business Associates
- February 19, 2009 5:37 PM The COBRA premium subsidy under the American Recovery and Reinvestment Act of 2009 - What Employers and Plan Administrators need to know.
- January 20, 2009 7:36 PM California Supreme Court Says "NO" To Balance Billing in the Emergency Room Setting
- November 7, 2008 4:49 PM California Closes Gap on Billing for Diagnostic Imaging Services
- September 2, 2010 7:12 AM New York State Amends Power of Attorney Law
- April 1, 2010 7:03 AM One's Crisis is Another's Opportunity: Section 363 Sales
- February 16, 2010 1:43 PM SEC Revamps Its Division Of Enforcement With Specialized Units And Cooperation Agreements With Insiders
- February 1, 2010 6:37 PM Lower Filing Thresholds for HSR Act Premerger Notifications and Interlocking Directorates Announced
- December 9, 2009 3:48 PM Ninth Circuit Declines Application Of Loss Causation Principles In Dura Pharmaceuticals In Connection With Criminal Securities Fraud
- November 24, 2009 3:59 PM First SEC enforcement action under Regulation G for Misleading Non-GAAP Financial Measures
- October 5, 2009 12:20 PM Smaller Reporting Companies Given Additional Time to Comply with Auditor Attestation Report on Internal Control over Financial Reporting
- September 22, 2009 9:01 AM NEW YORK FEDERAL DISTRICT COURT REJECTS CREDIT RATING AGENCIES' FIRST AMENDMENT DEFENSE
- August 27, 2009 12:55 PM NINTH CIRCUIT REJECTS ATTEMPT TO EXPAND SCOPE OF SHORT-SWING PROFIT INSIDER LIABILITY CLAIMS UNDER SECTION 16(b)
- July 22, 2009 3:41 PM New Cases Give LLC Owners More Avenues to Avoid the Passive Activity Loss Limitations
- July 15, 2009 8:38 AM SEC approves NYSE Rule change regarding Broker Non-Votes
- February 9, 2009 11:30 AM Ninth Circuit Limits the Scope of In-Term Covenants Not to Compete
- September 17, 2008 5:12 PM DOJ Says OK to Buy First, Investigate Later
- September 15, 2008 6:31 PM A Single "At Will" Clause Does Not An Employee Make
- August 26, 2008 2:52 PM California Amends Corporations Law To Accommodate The SEC'S E-Proxy Rules By Allowing Electronic Delivery Of Annual Reports Without Prior Shareholder Consent
- May 2, 2008 7:32 PM Retailers Face Surge of Lawsuits Over Asking For Zip Codes During Credit Card Transactions and Requesting Personal Information During Merchandise Returns
- April 30, 2008 5:35 PM Ninth Circuit Allows Reinstatement Of Criminal Fraud Charges Against Defendants Who Voluntarily Cooperated With SEC Investigators
- January 17, 2008 9:46 PM Supreme Court Severely Limits Secondary Actors' Exposure To Securities Fraud Lawsuits
- January 7, 2008 3:01 PM "Literally True" Statement In A Prospectus Can Still Support A Federal Securities Claim If, In Context, The Statement Is Materially Misleading
- December 19, 2007 6:13 PM Presentation Of Special Committee Report To Full Board Waives Attorney-Client Privilege
- December 19, 2007 5:54 PM Personal Jurisdiction Over Nonresident Officer Proper Under Delaware Law Only If There Was Active Conduct Performed In Officer's Official Capacity
- November 15, 2007 5:44 PM DOJ, Courts Lessen Pressure On Corporations To Deny Indemnification To Management Targets Of Prosecutions
- November 15, 2007 5:30 PM Delaware Chancery Court Declines To Enjoin Merger, Recognizing High Burden To Succeed In Enjoining Premium Transaction In Absence Of Competing Bid
- November 2, 2007 1:44 PM Delaware Chancery Court Holds That Granting "Spring-Loaded" Stock Options to Executives Without Full Disclosure to Shareholders Violates Fiduciary Duties
- October 25, 2007 5:40 PM Expanded Protections for Directors Navigating the Zone of Insolvency
- October 25, 2007 1:02 PM Securities Law 360 Q&A
- July 2, 2007 1:13 PM High Court Confirms Private Securities Litigation Reform Act's Heightened Requirements for Pleading Scienter
- June 12, 2006 6:52 PM Delaware Supreme Court Affirms Disney Decision
- June 1, 2006 7:46 PM California Court Limits Partnership Non-Compete Agreements
- May 10, 2006 12:02 PM Supreme Court Rules That Federal Law Pre-empts State Law Securities Fraud Class Actions By Holders
- May 8, 2006 4:37 PM Sentencing Guidelines Amended To Remove Requirement That Corporations Waive Privilege To Reduce Sentence
- May 5, 2006 7:54 PM Prosecutors And Regulators Continue To Pressure Corporations To Deny Indemnification To Management Targets
- April 24, 2006 6:04 PM NASDAQ Steps Up Review Of SEC Filings
- April 19, 2006 1:53 PM Liability For False Vendor Confirmations
- April 11, 2006 12:51 PM Nasdaq Issues First Public Reprimand
- April 8, 2006 12:31 AM MAE Clauses Are Not Automatic "Walk Away" Rights
- April 4, 2006 11:59 PM Delaware Court Limits Fraud Protection For Sophisticated Parties
- July 5, 2005 7:46 PM Titan Case Highlights Importance of FCPA Compliance and Accuracy of Representations and Warranties in Filed Contracts
- June 7, 2005 7:21 PM Document Retention Policies Remain Crucial in Wake of Supreme Court's Andersen Ruling
- November 6, 2007 12:21 PM Our Attorneys
- June 1, 2005 11:43 PM Disclaimer
- June 1, 2005 11:43 PM Privacy Policy
- August 13, 2010 1:09 PM Treatment of Accrued But Unused Vacation in Asset Deals
- February 1, 2010 6:37 PM Lower Filing Thresholds for HSR Act Premerger Notifications and Interlocking Directorates Announced
- July 21, 2009 8:41 AM DELAWARE SUPREME COURT HOLDS THAT MINORITY STOCKHOLDERS IN A SHORT FORM MERGER ARE ENTITLED TO "QUASI-APPRAISAL" REMEDY WHEN MATERIAL FACTS ARE NOT DISCLOSED
- March 31, 2009 12:00 PM Delaware Supreme Court Reverses Chancery Court's Lyondell Decision, Provides Guidance Regarding Application of Revlon Doctrine
- January 8, 2009 6:19 PM New Filing Thresholds for HSR Act Premerger Notifications
- January 8, 2009 5:41 PM Tumultuous Times Lead To "Business Divorces"
- January 8, 2009 5:27 PM Treasury Issues Final Rules Describing Procedures For Reviewing Foreign Investment In U.S. Companies
- July 8, 2008 6:38 PM "Go-Shop" Provisions in M&A Transactions
- January 30, 2008 2:52 PM New HSR Thresholds Announced
- January 30, 2008 2:11 PM Tennessee Court Orders Buyer to Complete Acquisition in Genesco Deal
- January 30, 2008 2:04 PM SEC Amends "Best Price" Rule
- October 24, 2007 5:48 PM The Importance of Well-Crafted MAE Provisions: Sallie Mae in Courtroom Battle with J.C. Flowers-led Buyout Group
- June 19, 2007 8:10 PM Delaware Chancery Court Criticizes Small-Cap Company's Board For Failing To Fulfill Revlon Duties When Selling Company To Private Equity Firm
- June 23, 2006 2:01 PM Assignability of IP License Agreements in Reverse Triangular Mergers
- March 17, 2006 5:37 PM Delaware Ruling Questions Generally Accepted Merger Practices
- June 1, 2005 7:27 PM Mergers and Acquisitions Practice
- June 1, 2005 7:27 PM Securities and Corporate Finance Practice
- January 3, 2002 1:33 PM Securities Litigation
- September 24, 2008 1:42 PM Sheppard Mullin Corporate Practice
- September 23, 2008 6:01 PM Corporate Finance Law Blog
- September 22, 2008 6:03 PM Corporate Governance at CorpGove.net
- September 21, 2008 6:05 PM DealLawyers.com Blog
- July 20, 2008 1:40 PM Harvard Law School Corporate Governance Blog
- July 10, 2008 5:55 PM PondelWilkinson Investor Relations Online Journal
- July 9, 2008 6:07 PM TheCorporateCounsel.net Blog
- August 27, 2010 1:50 PM SEC Adopts Mandatory Proxy Access Rule for Shareholder Director Nominations -- Applicable for 2011 Proxy Season
- August 27, 2010 11:46 AM Third Circuit Holds That Mixed Present/Future Statements Are Protected By Reform Act Safe Harbor
- August 27, 2010 7:34 AM Ninth Circuit Rejects Private Right Of Action To Enforce Section 13(a) Of The Investment Company Act Of 1940
- August 23, 2010 7:48 AM D.C. Circuit Vacates Proposed Fee For NYSE Arca "Depth-Of-Book" Data And Remands To SEC For Further Review
- August 13, 2010 8:14 AM Ninth Circuit Holds That Scienter May Be Established Through An Objective Evaluation Of A Defendant's Deliberate Recklessness
- August 11, 2010 7:10 AM 2010 Mid-Year Securities Litigation Reports Indicate That New Federal Securities Class Action Filings Continue To Decline, Returning To Pre-Recession Levels
- July 30, 2010 5:14 AM United States Supreme Court Limits Extraterritorial Reach Of Private Federal Securities Claims
- July 30, 2010 4:09 AM United States Supreme Court Limits Scope Of Federal Criminal "Honest Services" Fraud Statute
- July 23, 2010 3:40 PM Ninth Circuit Holds That Safe Harbor Provision Of The Reform Act Applies To Forward-Looking Statements Accompanied By Cautionary Language And Forward-Looking Statements Made Without Actual Knowledge Of Falsity
- July 23, 2010 3:34 PM Delaware Chancery Court Applies "Unified Standard" For Reviewing Controlling Stockholder Freeze-Outs; Certifies Issue For Interlocutory Appeal To Delaware Supreme Court
- July 23, 2010 3:25 PM District Of Columbia Circuit Holds That Providing Attorney Work Product To Independent Auditors Does Not Per Se Waive The Protection Of The Work Product Doctrine
- July 1, 2010 6:44 PM Sixth Circuit Skirts Jurisdictional Issue in Denying Reinstatement to Alleged SOX Whistleblower
- June 21, 2010 3:20 PM Delaware Chancery Court Enjoins Stockholder Vote For Lack Of Adequate Disclosures In Proxy Statement
- June 21, 2010 3:08 PM In A Case Of First Impression, Delaware Chancery Court Holds That Preferred Stockholders Have The Right To Bring Derivative Actions
- June 15, 2010 5:52 PM Arizona Federal District Court Holds That Securities & Exchange Commission Need Not Allege Wrongdoing On The Part Of CEO When Pursuing Reimbursement Under Section 304 Of Sarbanes-Oxley Act
- June 8, 2010 8:21 AM Delaware Chancery Court Dismisses Derivative Plaintiff's Section 220 Books And Records Action
- June 8, 2010 8:10 AM Second Circuit Affirms Dismissal Of Securities Fraud Complaint, But Rejects Reform Act Safe Harbor Defense
- May 10, 2010 1:14 PM California Court Of Appeal Applies Three-Year Limitation Under Delaware Law To Claim Against Dissolved Delaware Corporation
- May 7, 2010 2:35 PM United States Supreme Court Clarifies Statute Of Limitations For Private Securities Fraud Actions
- May 7, 2010 2:29 PM Second Circuit Affirms Dismissal Of Securities Fraud Claims Against Secondary Actors Because Alleged False Statements Were Not Attributed To Them
- May 7, 2010 2:16 PM California Court Of Appeal Affirms Dismissal Of Shareholder Derivative Action Where Company Refused Demand
- April 29, 2010 1:26 PM Recent Court Ruling Exposes Mutual Funds to Whistleblower Suits
- April 6, 2010 10:50 AM In Omnicom Second Circuit Provides Guidance On What Type Of Information Will Justify Investor Reliance For Securities Fraud
- March 26, 2010 1:24 PM First Circuit, Sitting En Banc, Clarifies What It Means To "Make" A Statement Under SEC Rule 10b-5(b)
- March 8, 2010 8:05 AM Tenth Circuit Holds Corporate Shareholders Do Not Have Standing Under Rico To Sue Derivatively For Alleged Injuries To Corporation
- March 1, 2010 8:52 AM Second Circuit Vacates Dismissal Of Securities Fraud Claims Holding That Mutual Funds' Alleged Misrepresentations Regarding Payment Of Transfer Agent Fees Were Material
- February 22, 2010 4:40 PM Ninth Circuit Affirms Dismissal Of Section 14(a) Class Action Holding That A Share Dilution Theory For Pleading Economic Loss Is Unsupported By Case Law
- February 12, 2010 9:06 AM Eleventh Circuit Affirms Dismissal Of Options Backdating Securities Fraud Class Action For Failure To Meet Reform Act's Heightened Pleading Standards
- February 12, 2010 9:00 AM Sixth Circuit Affirms Dismissal Of Securities Fraud Complaint Where Inference Of Scienter Was Not Supported By Sufficiently Particularized Allegations Of Fact
- February 12, 2010 8:55 AM 2009 Year-End Securities Litigation Reports Are Out; Filings Are Down Following Easing Of The Financial Crisis And Reduced Stock Price Volatility
- January 4, 2010 2:54 PM California Court Of Appeal Addresses Important Issues Affecting Shareholder Derivative Claims
- December 22, 2009 8:30 AM Second Circuit Affirms Dismissal Of Antitrust Class Action Due To Implied Preclusion By The Securities Laws
- December 21, 2009 8:13 AM SEC ADJUSTS FEE RATES FOR SECTION 6(b), SECTION (13e) and SECTION 14(g)
- December 9, 2009 3:48 PM Ninth Circuit Declines Application Of Loss Causation Principles In Dura Pharmaceuticals In Connection With Criminal Securities Fraud
- December 7, 2009 9:15 AM Ninth Circuit Reaffirms Existing Precedent On Materiality And "Motive And Opportunity" Scienter Allegations
- October 13, 2009 2:25 PM Second Circuit Reverses Order Disqualifying Defense Counsel In Suit Over Demutualization Of Insurance Company
- October 8, 2009 8:42 AM Ninth Circuit Holds That Absence Of "Upjohn Warning" Does Not Bar Admissibility In Criminal Prosecution Of Statements Elicited By Corporate Counsel During Internal Investigation
- October 6, 2009 11:23 AM SEC Signals Proxy Access Rules Not Likely To Be Effective For The 2010 Proxy Season, But It May Adopt Other Proxy And Risk Disclosure Enhancements In Time For 2010
- October 1, 2009 2:00 PM DELAWARE SENATE CONFIRMS J. TRAVIS LASTER AS NEWEST MEMBER OF CHANCERY COURT
- August 7, 2009 2:10 PM SECOND CIRCUIT HOLDS THAT COMPUTER HACKING FOR PURPOSES OF TRADING ON INSIDE INFORMATION MAY BE A "DECEPTIVE DEVICE" UNDER SECTION 10(b) EVEN IN THE ABSENCE OF A BREACH OF ANY FIDUCIARY DUTY
- July 31, 2009 3:45 PM Law 360 Q&A
- July 29, 2009 3:26 PM 2009 MID-YEAR SECURITIES LITIGATION REPORTS ARE OUT; FILINGS HAVE LEVELED OFF
- June 18, 2009 11:20 AM THIRD CIRCUIT APPLIES TELLABS TO REJECT MOTIVE AND OPPORTUNITY TEST IN FAVOR OF A "HOLISTIC APPROACH" TO PLEADING SCIENTER IN SECURITIES FRAUD ACTIONS
- March 3, 2009 2:06 PM Ninth Circuit Affirms Dismissal of Securities Fraud Complaint Where Alleged Misrepresentations and Omissions in Tender Offer Documents Were Immaterial
- February 3, 2009 10:14 AM Delaware Supreme Court Rejects Application Of Entire Fairness Scrutiny In Controlling Shareholder's Non-Coercive Offer
- February 3, 2009 10:03 AM Delaware Supreme Court Confirms that Directors' Fiduciary Duties of Loyalty and Care Apply Equally to Executive Officers
- February 3, 2009 10:00 AM Ninth Circuit Reaffirms Particularity Requirement In Securities Fraud Actions For Pleading Scienter
- January 7, 2009 5:52 PM 2008 Year-End Securities Litigation Reports Are Out; The Financial Sector Was Hit Hardest By Increased Class Action Filings
- January 6, 2009 1:25 PM Ninth Circuit Holds That Section 304 Of The Sarbanes Oxley Act Does Not Provide Litigants With A Private Right Of Action
- December 4, 2008 12:56 PM Ninth Circuit Rejects Theory Of "Collective Scienter" And Reaffirms Pre-Tellabs Authority
- November 11, 2008 12:38 PM The Delaware Chancery Court Rejects Attempt By Acquirer To Cancel Merger Amid Worldwide Credit Crisis
- November 7, 2008 10:42 PM Ninth Circuit Limits Scope Of Settlement Bar Orders In Securities Class Action Settlement
- November 7, 2008 8:48 PM Second Circuit Applies Fraud-On-The-Market Doctrine To Research Analyst Reports
- September 23, 2008 6:47 PM Ninth Circuit Reaffirms That The "Core Operations Inference," Standing Alone, Is Insufficient To Support A Strong Inference Of Scienter In Securities Fraud Actions
- September 22, 2008 10:34 PM Ninth Circuit Reverses Dismissal Of Securities Fraud Complaint On Loss Causation Grounds Despite Three-Month Delay Between Corrective Disclosure And Market Reaction
- September 19, 2008 6:19 PM SEC Temporarily Relaxes Restrictions on Issuer Repurchases
- September 5, 2008 8:57 PM SEC Sanctions E&Y and Director of Three Public Audit Clients for Failure to Disclose a Business Relationship that Impaired E&Y's Independence
- August 26, 2008 3:18 PM Delaware Chancery Court Questions Good Faith of Directors in Sale of Company to Unrelated Party at a Premium
- August 7, 2008 2:12 PM Second Circuit Holds That "Interpositioning" Transactions Do Not Constitute Deceptive Acts To Support Criminal Securities Fraud Liability
- August 7, 2008 1:04 PM Ninth Circuit Affirms Dismissal With Prejudice Of Corinthian Colleges Securities Fraud Class Action
- August 7, 2008 12:17 PM 2008 Mid-Year Securities Litigation Reports Are Out, And The Numbers Are Up
- July 22, 2008 2:54 PM Delaware Chancery Court Holds That Self-Interested Directorial Compensation Decisions Made Without Independent Protections Will Not Survive An Entire Fairness Review
- July 17, 2008 7:32 PM Delaware Chancery Court Issues Rulings On Preliminary Injunctions Regarding Materiality Of Disclosures In Proxy Statements
- July 17, 2008 1:56 PM Second Circuit Rejects "Collective Scienter" Theory For Pleading A Securities Fraud Claim Against A Corporation
- July 8, 2008 5:36 PM Ninth Circuit Allows SEC To Proceed Against Director For Insider Trading Even Where Director Owed No Fiduciary Duty To Company Whose Stock He Traded
- July 8, 2008 4:09 PM Delaware Chancery Court Holds That Advance Notice Provisions Must Clearly And Unambiguously Separate Nomination And Election Of Directors To Be Effective
- July 8, 2008 3:01 PM Delaware Chancery Court Holds That IAC Spin-Offs Can Proceed Without Liberty's Consent
- July 8, 2008 2:51 PM Delaware Chancery Court Holds That Advance Notice Bylaws Must Clearly State That They Apply To Self-Funded Proxy Solicitations
- March 21, 2008 3:55 PM The National Law Journal Features Special Article By Sheppard Mullin Lawyers Analyzing Lower Courts' Application Of Tellabs
- February 29, 2008 3:13 PM New York's Highest Court Holds That Members Of Limited Liability Company May Bring Derivative Suits On The LLC'S Behalf
- February 25, 2008 6:35 PM California Supreme Court Imposes A Continuous Ownership Rule On Plaintiffs In Shareholder Derivative Actions
- February 25, 2008 6:30 PM Delaware Supreme Court Holds That Board Members Who Do Not Own Shares Lack Standing To File A Derivative Suit
- June 1, 2005 7:27 PM RSS
- July 1, 2010 7:12 AM IRS Changes Tax Treatment of Community Property for Registered Domestic Partners
- April 14, 2010 12:59 PM Significant Tax Changes in Recently-Enacted "HIRE Act"
- February 4, 2010 3:22 PM Tax Provisions in President Obama's Budget Proposal; Expiring Tax Provisions
- January 11, 2010 2:50 PM Reminder For Corporations To Issue Annual ISO/ESPP Information Statements To Employees By January 31
- December 3, 2009 8:00 AM Newly Enacted 5-Year NOL Carryback Election To Provide Significant Tax Savings
- October 8, 2009 8:29 AM California Tax Commission Report
- September 16, 2009 9:27 AM FIRST CIRCUIT HOLDS THAT TAX ACCRUAL WORK PAPERS ARE NOT PROTECTED UNDER THE ATTORNEY WORK PRODUCT DOCTRINE
- June 18, 2009 11:00 AM New TARP Executive Compensation Guidance and a Call for Further Reform in Executive Compensation Practices
- May 27, 2009 2:12 PM City of Los Angeles Tax Penalty Amnesty Program
- April 13, 2009 3:40 PM Modifications of home loans under government program will not adversely affect REMICs
- March 13, 2009 12:35 PM Notice about Section 338(h)(10) Elections and State Conformity
- February 19, 2009 5:37 PM The COBRA premium subsidy under the American Recovery and Reinvestment Act of 2009 - What Employers and Plan Administrators need to know.
- February 13, 2009 5:14 PM Tax Relief For Investment, Restructuring, Refinancing And Other Business Activity
- January 26, 2009 4:28 PM Changes in the Estate and Gift Tax Law, Effective January 1, 2009:
- January 26, 2009 4:09 PM Reminder For Corporations To Issue Annual ISO/ESPP Information Statements To Employees By January 31
- January 8, 2009 4:37 PM Dealing With Troubled Companies - Does Purchasing Assets Avoid Seller Liabilities?
- November 7, 2008 12:14 PM Minimizing Taxes For Foreign Investors In China
- October 21, 2008 5:28 PM Impact of the Emergency Economic Stabilization Act of 2008 on Executive Compensation Issues
- September 29, 2008 2:43 PM Mandatory Stock Option Exercises - A Benefit for Both Employer and Executive?
- September 20, 2008 5:44 PM Whistleblowers That Report Tax Evasion Will Now Be Protected And Paid To Tattle
- September 12, 2008 1:18 PM The Long Arm of 409A
- July 23, 2008 7:55 PM Proposed Regulations Revise Annual ISO/ESPP Reporting Requirements
- July 8, 2008 6:44 PM Reminder: Act Now! 409A Transition Relief Set to Expire December 31, 2008
- June 17, 2008 4:14 PM Summary of HEART Law (U.S. Expatriation Tax Provisions)
- May 23, 2008 12:55 PM Relief for Securitization Vehicles: Mortgage Modification under Foreclosure Prevention Programs
- May 15, 2008 12:57 PM 403(b) PLAN EMPLOYERS MUST ACT SOON
- April 11, 2008 6:35 PM FTB Won't Appeal Ruling on Unconstitutionality of LLC Fee
- February 26, 2008 8:37 PM IRS Confirms Significant Change in the Landscape of 162(m) Performance-Based Compensation Arrangements
- February 14, 2008 3:40 PM Significant Change in the Landscape of 162(m) Performance-Based Compensation Arrangements
- January 24, 2008 5:46 PM Reminder For Corporations To Issue Annual ISO/ESPP Information Statements To Employees By January 31
- June 6, 2007 7:11 PM IRC 162(m) - Covered Employees
- April 11, 2007 6:03 PM IRS Publishes Final Regulations Under Section 409A
- March 12, 2007 1:53 PM Upcoming Design Changes to Compensatory Equity Plans
- October 5, 2006 7:13 PM IRS Extends Deadlines for IRC 409A
- June 6, 2006 7:04 PM Update - Mexico Takes Action Against CPAs In Enforcing Transfer Pricing Rules
- May 17, 2006 1:08 PM China Expands Transfer Pricing Audits
- May 4, 2006 5:56 PM Migrating Intangibles Offshore - Don't be Caught with a Transfer Pricing Assessment
- May 2, 2006 2:00 PM Mexico Increases its Focus on Transfer Pricing Through Tax Audits and Financial Statement Review
- June 1, 2005 3:44 AM Representative Transactions