SEC Issues $6 Million Award to Five Whistleblowers

The Securities and Exchange Commission today announced a total award of $6 million to two groups of whistleblowers who provided information and assistance in a single covered action. The first group of whistleblowers provided the SEC with key documents…

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SEC Charges Senior Executive of Brazilian Company with Fraud

The Securities and Exchange Commission today announced charges against Fernando Passos, the former executive vice president of finance and investor relations of Brazilian reinsurance company IRB Brasil Resseguros S.A., for allegedly planting a false…

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Former Domino’s Pizza Accountant to Pay Nearly $2 Million Penalty for Insider Trading

The Securities and Exchange Commission today announced a court-approved settlement requiring a Michigan-based former accountant at Domino’s Pizza Inc. to pay a penalty of nearly $2 million for insider trading in the company’s stock. The SEC’s complaint…

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Twitter Board Fears Losing Their Job?

Musk’s offer to buy Twitter is obviously creating a stir, and the conspiracy theorists are at it again. It is so bad, my office is getting calls about it.

Just today we received a call from a shareholder who wants to sue the Twitter Board of Directors for not accepting the $54 a share offer. He told me that they are not taking the offer because “they do not want to lose their jobs.”

This is the level of sophistication that is underlying this “controversy.” The Board is not approving the transaction because they don’t want to lose their jobs. 

Twitter Board of Directors

Really? Let’s take a look at who is on that board:

  • Bret Taylor Co-CEO, Salesforce
  • Parag Agrawal CEO, Twitter
  • Mimi Alemayehou Senior Vice President Mastercard
  • Jack Dorsey Co-Founder, Twitter; CEO and Co-Founder, Square
  • Egon Durban Co-CEO, Silver Lake
  • Martha Lane FoxFounder and Chairperson, Lucky Voice Group; Former Co-Founder and Managing Director of lastminute.com; Crossbench Peer, House of Lords
  • Omid Kordestani Former Executive Chairman, TwitterDr. Fei-Fei Li Professor at Stanford
  • Patrick Pichette General Partner, Inovia Capital; Former Senior Vice President and Chief Financial Officer, Google
  • David Rosenblatt CEO, 1stdibs.com, Inc.
  • Robert Zoellick Former Chairman of the Board of Directors of AllianceBernstein Holding L.P.

Of course, each of them could “lose their job” by not being re-elected to the Board, but this list looks like a bunch of millionaires to me, and a group that is not living on the compensation from the Twitter Board of Directors.

Next Conspiracy Theory?

Next up, the Board is not approving the buyout because they are worried about all of the information Musk will find when he takes over. 

That of course assumes there is dirt to find, that Musk could find such dirt and that Musk and a new Board would reveal that “dirt” and trash the stock price.

Sort of like the comments that Musk’s attempted take over is not “hostile” because he is being very polite about it. 

SEC Charges Stericycle with Bribery Schemes in Latin America

The Securities and Exchange Commission today announced charges against Stericycle, Inc. for violations of the Foreign Corrupt Practices Act (FCPA) arising out of bribery schemes that took place in Argentina, Brazil, and Mexico. The company has agreed to…

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Atlanta-Based Pest Control Company, Former CFO Charged with Improper Earnings Management

The Securities and Exchange Commission today announced that Rollins Inc. agreed to pay $8 million to settle charges that it engaged in improper accounting practices in order to boost its publicly-reported quarterly earnings per share (EPS) to meet…

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SEC Obtains TRO and Asset Freeze against Alleged Perpetrators of nearly $450 Million Ponzi Scheme

The Securities and Exchange Commission today announced charges and an asset freeze against several Las Vegas-area individuals and companies allegedly behind a nearly half-billion dollar Ponzi scheme involving purported personal injury settlements. The…

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Have a securities law question? Call New York Securities Lawyers at 212-509-6544.

Fee Rate Advisory #1 for Fiscal Year 2022

The Securities and Exchange Commission today announced that starting on May 14, 2022, the fee rates applicable to most securities transactions will be set at $22.90 per $1 million.  Consequently, each SRO will continue to pay the Commission a rate…

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Have a securities law question? Call New York Securities Lawyers at 212-509-6544.

Experts Examiner Newsletter

The Securities Experts Roundtable is a group of securities expert witnesses that provides continuing professional education and promotes ethics and integrity among its members. 

It publishes a quarterly newsletter which provides commentary on securities arbitration issues, with a slighly different viewpoint from our securities litigator perspective.

I have used, worked with and cross-examined many of their members, all of whom are well qualified in their particular areas of expertise.

They just published their quarterly “Experts Examiner” newsletter which includes commentary and summaries of recent court cases.

Watch “Former SEC Chair on the Activision Blizzard investigation: Their actions were ‘just foolish'” on YouTube

Chairman Pitt makes a good point. These CEOs know better. Even if it was a social meeting and nothing was disclosed, making a significant trade after what meeting just invites an SEC investigation.

Or maybe they are convinced that “email traffic” will somehow prove that there was no confidential information disclosed.

But the appearance of impropriety is certainly there.