John Coffee

July 17, 2024 | New York Law Journal

Everyone realizes that a Trump victory will likely trigger major reversals in securities regulation and SEC policies. In particular, the SEC's much discussed and much litigated climate disclosure rules may be abandoned by a Trump SEC. Alternatively, enforcement actions may just not be brought.

By John Coffee

12 minute read

May 15, 2024 | New York Law Journal

The SEC's long, successful campaign against insider trading has been legally predicated on two words—"deceptive device"—in Section 10(b) in the Securities Exchange Act. In terms of its legal authority, the SEC has little else to rely on, as insider trading is nowhere defined in federal legislation.

By John Coffee

10 minute read

March 20, 2024 | New York Law Journal

Few principles of law are as universally respected by U.S. courts as the "internal affairs rule." All state jurisdictions at least formally subscribe to this rule, and the Supreme Court has hinted it may be constitutionally required. Nonetheless, the New York Court of Appeals has agreed to hear a case asking the court to replace the traditional rule with an "interest-balancing" test.

By John Coffee

11 minute read

January 17, 2024 | New York Law Journal

On Jan. 16, 2024, the Supreme Court heard 'MacQuarie Infrastructure Corp. v. Moab Partners L.P.', which will presumably resolve a circuit split. The question before the court is whether the Second Circuit erred in holding "that a failure to make a disclosure required under Item 303 of SEC Regulation S-K can support a private claim under §10(b) of the Exchange Act, even in the absence of an otherwise misleading statement."

By John Coffee

10 minute read

November 15, 2023 | New York Law Journal

On Sept. 29, 2023, the U.S. Supreme Court granted certiorari in 'Macquaire Infrastructure v. Moab Partners' to consider whether the failure to make disclosures required under Item 303 of the SEC's Regulation S-K can support an action for securities fraud under Rule 10b-5.

By John Coffee

9 minute read

September 20, 2023 | New York Law Journal

In his Corporate Securities column, Professor John Coffee discusses how in two SDNY decisions, each decided in July 2023, two respected judges have disagreed as to whether certain cryptocurrency instruments amount to securities.

By John Coffee

9 minute read

July 19, 2023 | New York Law Journal

Last month, the Supreme Court granted certiorari in 'SEC v. Jarkesy,' where a divided panel found that the SEC's in-house adjudication before an administrative law judge of a fraud case against the defendants violated the latter's right to a jury trial under the Seventh Amendment.

By John Coffee

12 minute read

July 18, 2018 | New York Law Journal

In his Corporate Securities column, John Coffee discusses “U.S. v. Martoma,” and the “gift” theory in insider trading cases involving tips.

By John Coffee

2 minute read