Kessler Topaz Meltzer & Check, LLP

Law360 Names Kessler Topaz’s Sharan Nirmul a 2021 Titan of the Plaintiffs Bar Law360's 2021 Titans of the Plaintiffs Bar includes 11 lawyers, spans the U.S., and includes many heavyweights in the fields of antitrust, securities, and class action law. It includes firm executives, teachers, and advocates, as well as champions of diverse legal theories holding corporations accountable and protecting the rights of consumers. Kessler Topaz Partner Sharan Nirmul has served as lea...d counsel in several high-profile securities fraud cases, including lead trial counsel in litigation arising from the IPO of social media company Snap, Inc., which resulted in a $187.5 million settlement for Snap’s investors. Congratulations to Sharan Nirmul and the other accomplished lawyers who earned a spot among Law360's annual Titans of the Plaintiffs Bar for 2021! Read Sharan's Titans of the Plaintiffs Bar Spotlight here: https://www.law360.com/articles/1364450?scroll=1&related=1

Increased Number of U.S. Securities Suit Filings Against Non-U.S. Companies in 2020 ________________________________________________________ According to a new report from the Dechert law firm entitled 2020 Developments in U.S. Securities Fraud Class Actions Against Non-U.S. Issuers, the number of securities class action lawsuits filed against non-U.S. companies increased in 2020, even though the total number of securities suit filings went down. The report notes that Chine...se companies faced the largest number of non-U.S. companies with securities suits filed against them. Chinese companies represented just slightly less than one third of all 2020 filings against non-US companies. A quarter of the cases were filed against companies from European countries including the United Kingdom, the Netherlands, and Germany. Read the full report here: https://www.dechert.com//developments-in-u-s--securities-f

On April 21st, Kessler Topaz's Bram Hendriks will participate in a new Policy webinar series organized by the International Corporate Governance Network (ICGN) and present an ICGN Viewpoint on the future of Annual General Meetings. As physical attendance of shareholder meetings was discouraged in almost all jurisdictions during the COVID-19 pandemic, different types of remote meetings formats have been explored by companies in many markets to avoid major disruptions to their business and investors. Bram will provide insights and guidance on what Annual General Meetings might look like in the future. He will also discuss the pros and cons, along with the key features that are critical to a high-quality interactive shareholder meeting. https://www.icgn.org/events/icgn-policy-webinar-agm-season

The Eastern District of Virginia Denies State Farm's Motion to Dismiss Business Interruption Claims Resulting from Orders Shutting Down Businesses Due to COVID-19 _______________________________________ Kessler Topaz recently achieved a rare success, overcoming efforts by State Farm to dismiss a complaint filed on behalf of Virginia small businesses seeking coverage for business interruption losses resulting from social distancing and/or stay-at-home orders in connection with... the COVID-19 pandemic. Read more here: https://ktmc.com/newsletters/the-bulletin-winter-2021#12195

KTMC celebrated Black History Month with an excellent Q&A featuring Van Jones and moderated by our very own Sharan Nirmul. It was engaging, informative, meaningful, and even funny at times. Thank you to Van Jones!

Revisions to Chinese Securities Laws Include More Robust Disclosure Requirements and a Mechanism for Representative Opt-out Shareholder Litigation _________________________________________ On March 1, 2020, China’s revised Securities Law went into effect. The revised Securities Law is a major revision to comprehensive securities legislation that first went into effect in China on July 1, 1999 and has been modified only a handful of times since then. In this new revision, over... 100 articles were modified to, inter alia, change the rules for initial public offerings from Approval-based to Registration-based, add extraterritorial jurisdiction provisions that provide for liability under China’s law when activity on an exchange or over the counter outside of China disrupts China’s markets or damages legitimate rights of Chinese investors, enhances the securities trading mechanism, and increases the amount of regulator-issued fines for various violations of the law. Additionally, two new chapters regarding information disclosure and investor protection were added. Read more here: https://ktmc.com/newsletters/the-bulletin-winter-2021#12194

Delaware Supreme Court Affirms Stockholders' Rights to Investigate Amerisourcebergen's Opioid Distribution Practices ________________________________________ On December 10, 2020, the Supreme Court of Delaware issued a landmark ruling affirming the rights of AmerisourceBergen Corp. stockholders to investigate possible wrongdoing in connection with the company’s opioid distribution practices. In the process, the Supreme Court also provided a clear signal to corporations that a...ttempt to litigate the merits of potential claims of wrongdoing before turning over their corporate records. The Supreme Court’s ruling affirmed a post-trial judgment in favor of Kessler Topaz’s client, Lebanon County Employees’ Retirement Fund (Lebanon County). In the trial court’s opinion, Vice Chancellor Travis J. Laster ruled that Lebanon County and another institutional stockholder were entitled to relatively broad ranging discovery into the opioid distribution practices at AmerisourceBergen, as well as its directors’ oversight of those practices. Opioid distributors, like AmerisourceBergen, have a responsibility to implement internal controls that help identify and report suspicious orders of opioids to appropriate state and federal authorities. According to allegations from numerous regulators and prosecutors, for over a decade, AmerisourceBergen did not comply with these and other legal requirements. These failures, in turn, have contributed to a nationwide opioid epidemic that kills over 100 Americans daily. Read more here: https://ktmc.com/newsletters/the-bulletin-winter-2021#12193

U.S. Supreme Court to Weigh in on Rebutting the Fraud on the Market Presumption __________________________________________ On December 11, 2020, the Supreme Court granted certiorari in Goldman Sachs Group Inc. v. Arkansas Teacher Retirement System, a recent decision from the Second Circuit on how defendants are permitted to oppose certification of securities class actions. In Goldman, defendants argued that the false statements at issue had no impact on the stock price becaus...e the statements were too general for any reasonable investor to rely on. In other words, defendants challenged materialitywhether a false statement was material to investorsalbeit couched in slightly different terms. Read more here: https://ktmc.com/newsletters/the-bulletin-winter-2021#12190

The COVID-19 Pandemic Does Not Suspend Obligations Under the Federal Securities Laws ____________________________________________________________ Significant structural strains on equity markets often expose undisclosed risk lurking in investors’ portfolios. The bursting of the dot-com and housing bubbles in the early and late 2000s, respectively, resulted in significant shareholder litigation under the federal securities laws. These actions sought compensation from corporate... defendants for misleading investors about corporate performance and other investment risks. Like these prior events, the COVID-19 global pandemic has had a profound impact on the financial markets as uncertainty, economic disruption, and unemployment have generated significant investment losses. However, as was the case during the dot-com and housing bubbles, the COVID-19 pandemic does not suspend the obligation of public companies and their executive officers to communicate truthfully with investors, and securities litigation continues to provide a useful tool for investors to recover damages caused by materially misleading statements. Read more here: https://www.ktmc.com/newsletters/the-bulletin-winter-2021

CII Appoints Darren J. Check as an Associate Member of the 2021 Markets Advisory Council. The Markets Advisory Council (MAC) advises the board and staff on investment, legal, financial reporting and other trends. Learn more here: https://www.cii.org/mktsadvisorycouncil

Kessler Topaz Secures Major Legal Victory in CBS Merger Litigation Read more here: https://ktmc.com//ktmc-secures-major-legal-victory-in-cbs-

https://www.law.com//eu-takes-steps-toward-legalizing-cl/

(1/1/2021): Kessler Topaz is proud to announce the election of our newest Partner and Counsel. Congratulations to Eric and Jonathan!

https://www.nirsonline.org//state-and-local-employees-vie/

Kessler Topaz Wins Lead Spot In 1MDB Investor Suit https://www.law360.com/assetmanagement/articles/1200983

https://www.ktmc.com//kessler-topaz-meltzer-check-llp-once