Author: Thomas O. Gorman

Tom defends federal law enforcement investigations and enforcement actions by the DOJ, SEC, CFTC and other government agencies, represents firms in complex business litigation, conducts corporate internal investigations and advises firms on avoiding investigations and litigation through effective compliance.

Ninth Circuit Rejects Decisions of Five Other Circuits: Exchange Act Section 14(e) Does Not Require Scienter

Ninth Circuit Rejects Decisions of Five Other Circuits: Exchange Act Section 14(e) Does Not Require Scienter

Scienter has been a critical element of a claim based on Exchange Act Section 10(b) in an SEC enforcement action since the Supreme Court’s decision in Aaron v. SEC, 446 U.S. 680 (1980). It has also been a key element in private damage actions based on the cause of action implied under Section 10(b) and Rule 10b-5 since Ernst & Ernst v. Hochfelder, 425 U.S....