§Why CasetextPricing

Avi Gold v. Brad A Morrice et al

MEMORANDUM in Opposition to MOTION to Strike PORTIONS OF Amended Complaint,,, 269 283 , MOTION to Dismiss SECOND AMENDED CONSOLIDATED CLASS ACTION COMPLAINT 285 , MOTION for Joinder in MOTION to Dismiss Second Amended Complaint 278 291 , MOTION to Dismiss Second Amended Complaint 278 , MOTION to Dismiss Second Amended Consolidated Class Action Complaint 284 , MOTION to Dismiss Second Amended Consolidated Class Action Complaint 279 , MOTION to Dismiss SECOND AMENDED CONSOLIDATED CLASS ACTION COMPLAINT 282 , MOTION for Joinder in MOTION to Dismiss SECOND AMENDED CONSOLIDATED CLASS ACTION COMPLAINT 285 290

168 Cited authorities

  1. Tellabs v. Makor Issues Rights

    551 U.S. 308 (2007)   Cited 9,427 times   105 Legal Analyses
    Holding that a strong inference is one that is "cogent and at least as compelling as any opposing inference"

  2. Dura Pharmaceuticals v. Broudo

    544 U.S. 336 (2005)   Cited 3,612 times   67 Legal Analyses
    Holding that the securities statutes have a private of action “not to provide investors with broad insurance against market losses, but to protect them against those economic losses that misrepresentations actually cause”

  3. Bourjaily v. United States

    483 U.S. 171 (1987)   Cited 2,773 times   8 Legal Analyses
    Holding that trial judge may consider any evidence whatsoever, including the proffered hearsay statements, in determining whether statements are admissible under the co-conspirator exception to the hearsay rule

  4. In re Burlington Coat Factory

    114 F.3d 1410 (3d Cir. 1997)   Cited 7,941 times   4 Legal Analyses
    Holding that a court may consider a "document integral to or explicitly relied upon in the complaint" when deciding a motion to dismiss

  5. Eminence Capital, LLC v. Aspeon, Inc.

    316 F.3d 1048 (9th Cir. 2003)   Cited 5,040 times   1 Legal Analyses
    Holding that the district court abused its discretion because "[d]ismissal with prejudice and without leave to amend is not appropriate unless it is clear on de novo review that the complaint could not be saved by amendment"

  6. Vess v. Ciba-Geigy Corp. USA

    317 F.3d 1097 (9th Cir. 2003)   Cited 4,310 times   3 Legal Analyses
    Holding that the Rule 9(b) pleading standards apply to California CLRA, FAL, and UCL claims because, though fraud is not an essential element of those statutes, a plaintiff alleges a fraudulent course of conduct as the basis of those claims

  7. Herman MacLean v. Huddleston

    459 U.S. 375 (1983)   Cited 1,319 times   11 Legal Analyses
    Holding that an express remedy under § 11 of the 1933 Act for misleading registration statements did not preclude an overlapping implied private cause of action for fraudulent misrepresentation under § 10(b) of the 1934 Act

  8. Reyn's Pasta Bella, LLC v. Visa USA, Inc.

    442 F.3d 741 (9th Cir. 2006)   Cited 1,599 times
    Holding that the district court's "approval of the settlement constituted a final judgment on the merits"

  9. Virginia Bankshares, Inc. v. Sandberg

    501 U.S. 1083 (1991)   Cited 619 times   22 Legal Analyses
    Holding that § 14 liability may not be established on "mere disbelief or undisclosed motive without any demonstration that the proxy statement was false or misleading"

  10. Rombach v. Chang

    355 F.3d 164 (2d Cir. 2004)   Cited 1,433 times   5 Legal Analyses
    Holding that complaint may establish scienter through facts showing that defendants "had both motive and opportunity to commit fraud"

  11. Rule 12 - Defenses and Objections: When and How Presented; Motion for Judgment on the Pleadings; Consolidating Motions; Waiving Defenses; Pretrial Hearing

    Fed. R. Civ. P. 12   Cited 356,694 times   945 Legal Analyses
    Granting the court discretion to exclude matters outside the pleadings presented to the court in defense of a motion to dismiss

  12. Rule 8 - General Rules of Pleading

    Fed. R. Civ. P. 8   Cited 161,416 times   197 Legal Analyses
    Holding that "[e]very defense to a claim for relief in any pleading must be asserted in the responsive pleading. . . ."

  13. Rule 9 - Pleading Special Matters

    Fed. R. Civ. P. 9   Cited 39,792 times   329 Legal Analyses
    Requiring that fraud be pleaded with particularity

  14. Rule 11 - Signing Pleadings, Motions, and Other Papers; Representations to the Court; Sanctions

    Fed. R. Civ. P. 11   Cited 36,869 times   148 Legal Analyses
    Holding an "unrepresented party" to the same standard as an attorney

  15. Section 78u-4 - Private securities litigation

    15 U.S.C. § 78u-4   Cited 7,642 times   52 Legal Analyses
    Granting courts authority to permit discovery if necessary "to preserve evidence or to prevent undue prejudice to" a party

  16. Section 77k - Civil liabilities on account of false registration statement

    15 U.S.C. § 77k   Cited 2,127 times   86 Legal Analyses
    Holding liable for a false registration statement "every person who was a director of . . . or partner in the issuer" at time of filing

  17. Section 78u-5 - Application of safe harbor for forward-looking statements

    15 U.S.C. § 78u-5   Cited 1,294 times   22 Legal Analyses
    Listing as an exclusion from the safe harbor "forward-looking statement in connection with a going private transaction"

  18. Section 1106 - Duties of trustee and examiner

    11 U.S.C. § 1106   Cited 496 times   5 Legal Analyses
    Incorporating § 704

  19. Section 77z-1 - Private securities litigation

    15 U.S.C. § 77z-1   Cited 458 times   14 Legal Analyses
    Discussing "[t]otal attorneys' fees and expenses" that can be awarded by court

  20. Section 7241 - Corporate responsibility for financial reports

    15 U.S.C. § 7241   Cited 109 times   4 Legal Analyses
    Requiring corporate officers to disclose such fraud in SEC filings

  21. Section 210.4-01 - Form, order, and terminology

    17 C.F.R. § 210.4-01   Cited 117 times
    Incorporating GAAP into SEC disclosure requirements