Corporate & Financial Weekly Digest

Corporate & Financial Weekly Digest

David L. Goldberg

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Second Circuit Holds Contractual Forum Selection Clause Supersedes FINRA Mandatory Arbitration Rule

Posted in Litigation
On August 21, the US Court of Appeals for the Second Circuit decided two closely watched appeals regarding the intersection of Financial Industry Regulatory Authority, Inc. rules regarding mandatory arbitration of disputes and contractual forum selection clauses providing for a judicial forum. Goldman, Sachs & Co. v. Golden Empire Schools Financing Authority, et al., Nos.… Continue Reading

Parkcentral v. Porsche: Second Circuit Opens the Doors of Morrison, and Declines to Apply Section 10(b) to Domestic Securities-Based Swap Transactions

Posted in Derivatives, Litigation
In Parkcentral Global Hub Ltd,. et al. v. Porsche Automobile Holdings SE, et al., Dkt. No. 11-397-cv (2d Cir. Aug. 15, 2014), the US Court of Appeals for the Second Circuit affirmed the lower court’s dismissal of plaintiffs’ claim under Section 10(b) of the Securities Exchange Act of 1934. In a broad and defense-friendly interpretation of… Continue Reading

Second Circuit Holds Mandatory Broker Dealer Arbitration Not Available to Non-Customer

Posted in Litigation
On May 15, the US Court of Appeals for the Second Circuit issued a summary order in a closely watched case regarding the circumstances in which a broker dealer may be compelled to arbitrate with an institutional counter-party which is not a traditional “customer” of the broker-dealer. SunTrust Banks, Inc. et al. v. Turnberry Capital Management… Continue Reading

Gruss v. Zwirn: SDNY Strikes a Blow Against Selective Waiver

Posted in Litigation
On November 20, US District Judge Paul G. Gardephe of the US District Court for the Southern District of New York issued a decision with potentially significant consequences for attorneys conducting internal investigations and parties seeking to obtain (or shield) disclosure of witness interview notes memorializing such investigations. Gruss v. Zwirn, 09-CV-6441 (S.D.N.Y., November 20,… Continue Reading