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On November 14, 2024, a panel of the U.S. Court of Appeals for the Fifth Circuit affirmed the SEC’s ability to intervene in shareholder proposals under Rule 14a-8 of the Securities Exchange Act of 1934 (“Rule 14a-8 Proposals”).

On November 8, 2024, the U.S. Securities and Exchange Commission (“SEC”) announced a settled enforcement action (the “SEC Order”) against Invesco Advisers, Inc. (“Invesco”), an investment advisory firm, for making misleading statements concerning the company-wide percentage of assets under management (“AUM”) that integrated environmental, social and governance (“ESG”) factors in investment decisions.

On Thursday, November 14th at 1:45 PM EST, Complex Commercial Litigation Partner Jason Halper will present at PLI’s 56th Annual Institute on Securities Regulation.

On September 1, 2024, a notable change occurred in the Texas legal landscape with the official launch of the new Texas Business Courts. Created through House Bill 19, which was signed into law on June 9, 2023, these 11 civil courts aim to provide a specialized venue for trials, specifically those resolving significant, complex commercial disputes. They also seek to streamline cases away from the burdened district courts.

In recent months, the Delaware Court of Chancery has decided four significant cases regarding merger agreement earnout provisions.

In granting certiorari in Facebook Inc. v. Amalgamated Bank and Nvidia Corp. v. E. Ohman J:or Fonder AB, the U.S. Supreme Court signaled its intention to provide further guidance concerning application of the heightened standard for pleading private securities fraud claims mandated by the Private Securities Litigation Reform Act.

On September 16, 2024, the United States Securities and Exchange Commission (“SEC” or the “Commission”) brought charges against Kubient, Inc.’s (“Kubient”) former chairman and chief executive officer (“CEO”) for allegedly fabricating reports that the company had successfully tested its AI-supported software program, causing the company to overstate and misrepresent its revenue in connection with two public stock offerings.

Fall is fast approaching, so most major US public companies have held their 2024 annual meetings. But, while temperatures are sure to cool in the coming months, the same can no longer be said for the shareholder activism environment.

Over the last few months, the U.S. Securities and Exchange Commission (“SEC”) discretely disbanded the Climate and ESG Taskforce  (“ESG Task Force”) of its Division of Enforcement.

Attorneys in our appellate, energy regulatory, environmental, tax, securities, and employment practices explored how these landmark rulings affect administrative law and practice and what comes next.

For more than a decade, the U.S. Securities and Exchange Commission (the “SEC”) has been able to bring enforcement actions in either federal court or the agency’s internal venue.

Stockholder litigation is on the rise both in volume and notoriety.