Standing under section 16(b) of the Securities Exchange Act

Article Abstract:

The US Supreme Court ruling in Gollust v. Mendell limited the applicability of 1934 Securities Exchange Act section 16(b) standing when a suit is interrupted by a corporate merger in which the stock issuer is extinguished. Section 16(b) gives standing to any owner of the issuer's securities but does not clarify standing in a merger situation whether or not the issuer remains. The court held that if the owner held securities at the suit's beginning and maintained a financial interest in the outcome, the standing continued through mergers. However, this ruling is limited by the type of merger.

Acquisitions and mergers, Standing (Law)

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RICO, securities fraud, and Holmes: is the future of civil RICO now?

Article Abstract:

The Racketeering Influenced and Corrupt Organizations Act (RICO) was intended to be used to combat organized crime, but has become a tool in civil securities law cases. There are remedies available under RICO that cannot be had under previous securities laws and numerous advantages in procedural matters including state suit options, a liberal construction clause, inclusion of those who aid and abet and the mail and wire fraud provisions. The judicial history of civil RICO actions up to and including Holmes v Securities Investors Protection Corp is presented.

Racketeering, Civil RICO actions

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Litigating securities fraud as a breach of fiduciary duty in Delaware

Article Abstract:

The author examines the Delaware Supreme Court's decision in Malone v. Brincat and its possible erosion of investor protection under federal securities laws by allowing securities fraud to be litigated as a fiduciary duty breach.

Delaware, Investors, Fiduciary duties

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