In this action, anonymous whistleblower John Doe filed a Petition for a Writ of Mandamus Directed to the Securities and Exchange Commission to Compel Agency Action that has been Unreasonably Delayed in the United States Court of Appeals for the District of Columbia Circuit. With respect to the action in... Read More
In a wide ranging derivative action, a Facebook shareholder has filed a 193 page complaint in the Delaware Court of Chancery alleging three Facebook directors sold a total of $1.5 billion of stock while in possession of inside information. Specifically, the complaint alleges that at the time of the stock... Read More
Nasdaq has proposed a rule change that will require companies listing in connection with a Regulation A+ offering to have a minimum operating history of two years at the time of the approval of the initial listing application. Citing to the Longfin SEC enforcement action, the rule notes that Nasdaq... Read More
According to this announcement, Blockstack expects to be the first SEC Regulation A+ qualified token offering. I’m not touting or endorsing the potential Blockstack offering. But viewing from the outside in, there’s a good chance they’re right. They are backed by a bona-fide VC firm that appears to want to... Read More
In Batty v. UCAR International Inc. et al the Delaware Court of Chancery considered the terms of a severance agreement. The agreement, which was entered into in 2000, set the compensation that plaintiff Batty, who was employed by certain of the defendants for 34 years, would receive from the defendants... Read More
The SEC charged fifteen individuals with acting as unregistered brokers or aiding-and-abetting such activity in connection with Intertech Solutions, Inc.’s fraudulent and unregistered securities offerings. The SEC’s complaints allege that the charged individuals were hired by Intertech Solutions to engage in or facilitate cold-call solicitations of hundreds of prospective investors... Read More
The SEC has approved amendments to Sections 312.03 and 312.04 of the NYSE Listed Company Manual that modify the price requirements for certain exceptions to shareholder vote requirements related to issuances of securities set forth in Section 312.03. The amendments replace the former “book and market value” minimum pricing threshold... Read More
In Olenik V. Lodzinski et al, the Delaware Supreme Court reversed the Court of Chancery finding the conditions required for business judgment review of a transaction with a controlling shareholder had not been conducted in accordance with Kahn v. M&F Worldwide Corp. from the outset and therefore the entire fairness... Read More
Wow, it finally happened. The SEC granted long awaited guidance on when tokens are not securities in the form of a no-action letter. The no-action letter finds the specific tokens at issue were not securities because: TKJ will not use any funds from Token sales to develop the TKJ Platform,... Read More
The Fixing America’s Surface Transportation Act, or FAST Act, required the SEC to consider ways to streamline SEC regulations. Accordingly, the SEC adopted final amendments to its rules that are intended to modernize and simplify certain disclosure requirements in Regulation S-K, and related rules and forms, in a manner that... Read More