Exchange Act: Section 10(b) Defenses Against an Alleged Connection with the Purchase or Sale of a Security | Practical Law

Exchange Act: Section 10(b) Defenses Against an Alleged Connection with the Purchase or Sale of a Security | Practical Law

A Practice Note discussing strategies for disproving a connection between the alleged fraud and the purchase or sale of a security in a civil fraud case under Section 10(b) of the Securities Exchange Act of 1934 and Securities and Exchange Commission Rule 10b-5. This Note explains the requirements for pleading and proving the required connection and provides practical guidance for a defendant challenging a plaintiff's claims at the motion to dismiss and summary judgment stages. It also identifies areas that may overlap with a court's analysis of the "in connection with" requirement under the federal securities laws, including the court's consideration of claims by regulators, criminal actions, standing and subject matter jurisdiction issues, and the Securities Litigation Uniform Standards Act.

Exchange Act: Section 10(b) Defenses Against an Alleged Connection with the Purchase or Sale of a Security

by Practical Law Litigation
MaintainedUSA (National/Federal)
A Practice Note discussing strategies for disproving a connection between the alleged fraud and the purchase or sale of a security in a civil fraud case under Section 10(b) of the Securities Exchange Act of 1934 and Securities and Exchange Commission Rule 10b-5. This Note explains the requirements for pleading and proving the required connection and provides practical guidance for a defendant challenging a plaintiff's claims at the motion to dismiss and summary judgment stages. It also identifies areas that may overlap with a court's analysis of the "in connection with" requirement under the federal securities laws, including the court's consideration of claims by regulators, criminal actions, standing and subject matter jurisdiction issues, and the Securities Litigation Uniform Standards Act.