The Bulletin - Winter 2022

An October 12, 2022 landmark decision by the High Court of Australia, in BHP Group Limited v. Impiombato, preserved the ability for shareholders who are not resident in Australia to continue to participate in shareholder class actions against Australian companies. BHP Billiton Ltd. (“BHP”) is a... Read more

In October 2022, after years of debate and public comment, the United States Securities and Exchange Commission (the “SEC”) voted to adopt final “clawback” rules regarding executive compensation (the “Clawback Rules”). The Clawback Rules, which were mandated by Congress in 2010, but were not... Read more

In outlining the contours of the “fraud-on-the-market” presumption of reliance, the Supreme Court in Basic v. Levinson held that the presumption is rebuttable through evidence that “severs the link” between the defendant’s misrepresentation and the loss suffered by the stockholder (i.e., the stock... Read more

On December 7, 2022, U.S. District Judge Thomas S. Zilly of the Western District of Washington denied in large part the Defendants’ motion to dismiss a securities fraud action against Zillow Group, Inc. (“Zillow” or the “Company”) and its most senior executives.[1] Zillow is best known for... Read more

Historically, consumers seeking to hold companies accountable for unfair or fraudulent conduct were able to pursue claims on behalf of nationwide classes. But in the last decade, courts across the country, including most notably the Ninth Circuit in Mazza v. American Honda Motor Company, 666 F.3d... Read more

Traditionally, by virtue of owning shares of a company’s stock, a stockholder has rights to hold corporate officers and directors accountable for breaching their fiduciary duties.[1] In the Delaware General Corporation Law, the Delaware legislature has determined the limits of stockholders’ rights... Read more