§Why CasetextPricing

Nicolow v. Hewlett-Packard Company et al

MOTION to Dismiss : Defendant Raymond J. Lane Notice Of Motion And Motion To Dismiss Consolidated Complaint For Violation Of The Federal Securities Laws, and Joinder In The Motions To Dismiss Of Defendant Hewlett-Packard And Certain Individual Defendants

34 Cited authorities

  1. Tellabs v. Makor Issues Rights

    551 U.S. 308 (2007)   Cited 9,191 times   104 Legal Analyses
    Holding that a strong inference is one that is "cogent and at least as compelling as any opposing inference"

  2. Zucco Partners, LLC v. Digimarc Corp.

    552 F.3d 981 (9th Cir. 2009)   Cited 1,331 times   7 Legal Analyses
    Holding that "[m]ere conclusory allegations" about the resignations of company executives did not, without more, give rise to a strong inference of scienter

  3. Virginia Bankshares, Inc. v. Sandberg

    501 U.S. 1083 (1991)   Cited 609 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"

  4. In re Silicon Graphics Inc.

    183 F.3d 970 (9th Cir. 1999)   Cited 1,417 times   8 Legal Analyses
    Holding that stock sales of individual defendants are only indicative of scienter where they are "dramatically out of line with prior trading practices" (quoting In re Apple Computer Sec. Litig., 886 F.2d 1109, 1117 (9th Cir. 1989))

  5. Metzler v. Corinthian

    540 F.3d 1049 (9th Cir. 2008)   Cited 935 times   5 Legal Analyses
    Holding that plaintiffs failed to plead loss causation where plaintiffs' theory was that "Corinthian's fraud was revealed to the market, causing Metzler's losses" but "[t]he TAC does not allege that the June 24 and August 2 announcements disclosed—or even suggested—[the fraudulent activities] to the market"

  6. Paracor Finance, Inc. v. Gen. El. Cap. Corp.

    79 F.3d 878 (9th Cir. 1996)   Cited 564 times   2 Legal Analyses
    Holding a § 20 "controlling person liability" claim requires a showing that a primary violation was committed

  7. Slayton v. American Express Co.

    604 F.3d 758 (2d Cir. 2010)   Cited 337 times   8 Legal Analyses
    Holding cautionary language that is misleading in light of historical fact cannot be meaningful

  8. Higginbotham v. Baxter Intern

    495 F.3d 753 (7th Cir. 2007)   Cited 248 times   12 Legal Analyses
    Holding that allegations of confidential witnesses must be discounted and "[u]sually that discount will be steep"

  9. Fait v. Regions Financial Corp..

    655 F.3d 105 (2d Cir. 2011)   Cited 204 times   32 Legal Analyses
    Holding that "statements regarding the adequacy of loan loss reserves" are statements of opinion

  10. Rubke v. Capitol Bancorp Ltd.

    551 F.3d 1156 (9th Cir. 2009)   Cited 193 times   18 Legal Analyses
    Holding that allegations of motive and opportunity were not enough to create a strong inference of scienter

  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 348,416 times   930 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 157,557 times   196 Legal Analyses
    Holding that "[e]very defense to a claim for relief in any pleading must be asserted in the responsive pleading. . . ."

  13. Rule 15 - Amended and Supplemental Pleadings

    Fed. R. Civ. P. 15   Cited 91,257 times   91 Legal Analyses
    Finding that, per N.Y. C.P.L.R. § 1024, New York law provides a more forgiving principle for relation back in the context of naming John Doe defendants described with particularity in the complaint

  14. Rule 9 - Pleading Special Matters

    Fed. R. Civ. P. 9   Cited 39,105 times   320 Legal Analyses
    Requiring that fraud be pleaded with particularity

  15. Section 78j - Manipulative and deceptive devices

    15 U.S.C. § 78j   Cited 12,536 times   165 Legal Analyses
    Granting SEC power to establish rules to further statute forbidding manipulative or deceptive devices in connection with purchase or sale of securities

  16. Section 78u-4 - Private securities litigation

    15 U.S.C. § 78u-4   Cited 7,500 times   49 Legal Analyses
    Granting courts authority to permit discovery if necessary "to preserve evidence or to prevent undue prejudice to" a party

  17. Section 78t - Liability of controlling persons and persons who aid and abet violations

    15 U.S.C. § 78t   Cited 3,989 times   20 Legal Analyses
    Holding liable any person "who, directly or indirectly, controls any person liable under any provision of this chapter or of any rule or regulation thereunder"

  18. Section 141 - Board of directors; powers; number, qualifications, terms and quorum; committees; classes of directors; nonstock corporations; reliance upon books; action without meeting; removal

    Del. Code tit. 8 § 141   Cited 639 times   30 Legal Analyses
    Permitting action without a meeting if the board consents

  19. Section 230.405 - [Effective 7/1/2024] Definitions of terms

    17 C.F.R. § 230.405   Cited 351 times   12 Legal Analyses
    Defining control the same way