Doug Greene

Latest from Doug Greene - Page 2

July 24, 2017

SEC Commissioner Michael Piwowar recently said that the SEC is open to allowing companies that are going public to provide for mandatory shareholder arbitration in their corporate charters. Piwowar’s remarks have prompted a firestorm of discussion of the issue of mandatory arbitration of securities class actions, including helpful analyses by Alison Frankel and Kevin LaCroix of issues that arbitration provisions would raise. If Piwowar’s thought turns into action, there will be numerous public policy and legal…

D&O Discourse

From Sea to Shining Sea: The Ninth Circuit Aligns with the Second Circuit in Affirming Omnicare‘s Benefits for Defendants

By Doug Greene

June 25, 2017

In a matter of first impression in the Ninth Circuit, the court applied the Supreme Court’s Omnicare standard for pleading the falsity of a statement of opinion in City of Dearborn Heights Act 345 Police & Fire Retirement System v. Align Technology, Inc., — F.3d —, 2017 WL 1753276 (9th Cir. May 5, 2017). The Ninth Circuit decision builds on the momentum for the defense bar following the 2016 Second Circuit opinion in Tongue v.…

D&O Discourse

Wrap-up: “Who is Winning the Securities Class Action War—Plaintiffs or Defendants?”

By Doug Greene

May 30, 2017

I am grateful for the enthusiastic feedback I’ve received on my three-part blog post “Who is Winning the Securities Class Action War—Plaintiffs or Defendants?” I especially appreciate the time Kevin LaCroix took to write a post addressing my post in his leading blog, The D&O Diary. With the benefit of 25 years’ experience defending directors and officers in securities class actions, shareholder derivative actions, and SEC investigations, I’ve had a front-row seat to…

D&O Discourse

Who Is Winning the Securities Class Action War—Plaintiffs or Defendants? (Part III)

By Doug Greene

May 15, 2017

This is the third of a three-part post that analyzes why plaintiffs are winning the securities class action war and what defendants can do about it. At stake is a system of securities litigation that sets up one side or the other to win more cases in the long term. It has real-world consequences for directors and officers—they expect companies, D&O insurers and brokers, and the securities defense bar to fight for a system of…

D&O Discourse

Who is Winning the Securities Class Action War—Plaintiffs or Defendants? (Part II)

By Doug Greene

May 8, 2017

This is the second of a three-part post evaluating who is winning the securities class action war. Part I explained that this war is not just a scorecard of wins and losses, but rather a fight for strategic positioning—about achieving a system of securities litigation that sets up plaintiffs or defendants to win more cases over the long term. Despite winning many of the battles, defendants are losing the war because of the defense side’s…

D&O Discourse

Who is Winning the Securities Class Action War—Plaintiffs or Defendants?

By Doug Greene

May 1, 2017

The securities class action war is about far more than the height of the pleading hurdles plaintiffs must clear, the scorecard of motions to dismiss won and lost, or median settlement amounts. It is a fight for strategic positioning—about achieving a system of securities litigation that sets up one side or the other to win more cases over the long term. How this war plays out has real-world consequences for the people sued in securities…

D&O Discourse

Myths & Misconceptions of Biotech Securities Claims: An Analysis of Motion to Dismiss Results from 2005-2016

By Doug Greene

March 14, 2017

By Doug Greene, Genevieve York-Erwin, Michael Tomasulo I. Introduction Small, development stage biotech companies are widely considered to be attractive targets for securities actions given the inherent risks of the industry and the volatility of their stock prices. As a result, many of these companies have relatively limited D&O insurance options. But are the assumptions that act to limit their options correct? Do biotech startups actually pose greater securities class action risk than…

D&O Discourse

Be Careful What You Wish For, Part II: Would Companies Be Better Off Without the Fraud-on-the-Market Doctrine?

By Doug Greene

February 13, 2017

The villain in the fight against securities class actions is the fraud-on-the-market presumption of reliance established by the U.S. Supreme Court in 1988 in Basic Inc. v. Levinson, 485 U.S. 224 (1988). Without Basic, the thinking goes, a plaintiff could not maintain a securities class action, and without securities class actions, executives could speak their minds without worrying so much about securities law liability. In the current environment, the risk of further attacks on Basic seems…

D&O Discourse

Be Careful What You Wish For, Part I: Does the Reform Act Need Reforming?

By Doug Greene

January 31, 2017

The history of securities and corporate governance litigation is full of wishes about the law that we later regret (or will), or are happy were not granted. Many of these are not obvious—and some will surprise people. From certain case-by-case tactical decisions such as establishment of special litigation committees, to the (failed) attempt to abolish the fraud-on-the-market doctrine, to the very high standard for director liability for oversight failures, not everything that seems helpful to…

D&O Discourse

3 Key Securities Litigation Developments of 2016

By Doug Greene

December 27, 2016

Following is an article I wrote for Law360, which gave me permission to republish it here: Among securities litigators, there is no consensus about the importance of developments in securities and corporate governance litigation. For some, a Supreme Court decision is always supreme. For others, a major change in a legal standard is the most critical. For me, the key developments are those that have the greatest potential to significantly increase or decrease the frequency or severity of claims…

Doug Greene

Mandatory Arbitration of Securities Disclosure Disputes Is a Bad Idea—For Defendants

From Sea to Shining Sea: The Ninth Circuit Aligns with the Second Circuit in Affirming Omnicare‘s Benefits for Defendants

Wrap-up: “Who is Winning the Securities Class Action War—Plaintiffs or Defendants?”

Who Is Winning the Securities Class Action War—Plaintiffs or Defendants? (Part III)

Who is Winning the Securities Class Action War—Plaintiffs or Defendants? (Part II)

Who is Winning the Securities Class Action War—Plaintiffs or Defendants?

Myths & Misconceptions of Biotech Securities Claims: An Analysis of Motion to Dismiss Results from 2005-2016

Be Careful What You Wish For, Part II: Would Companies Be Better Off Without the Fraud-on-the-Market Doctrine?

Be Careful What You Wish For, Part I: Does the Reform Act Need Reforming?

3 Key Securities Litigation Developments of 2016

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