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Corporate Governance

B Communications Logo

The complaint for this securities class action makes clear that the Securities Exchange Act of 1934 requires honest reporting of all factors that could influence a company’s performance, including criminal activity. The events in question revolve around three related companies—Eurocom, its indirect subsidiary B Communications, and B’s subsidiary Bezeq—and the actions of Shaul Elovitch, who was Chairman of the Boards of all three companies.

OSIS 2017 Annual Report Cover

The Foreign Corrupt Practices Act (FCPA) makes it illegal for companies to influence officials in foreign countries with personal payments or rewards—in other words, for companies to pay bribes in foreign countries. The complaint for this class action claims that OSI Systems, Inc. did just that, and did not disclose that or other adverse information, in violation of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934. On December 6, 2017, Muddy Waters Research published a report with the provocative title, “OSIS: Rotten to the Core.” One of its main claims, according to the complaint, was that corruption was involved in the company’s getting its Albanian contract because of the apparent “sale” of 49% of that project company for less than $5, even though the company continued to claim that it owned 100% of it.

City National Bank Building

Two men, Joel Barry Gillis and Edward W. Wishner, are now in prison for running NASI, a company that operated a Ponzi scheme purporting to sell ATMs to investors in return for “rentals” from ATM fees. How did they get away with it for fifteen long years? According to the complaint for this class action, they were aided and abetted by a bank Senior Vice-President who used his position as well as the bank’s credibility and resources on their behalf in exchange for profiting from the scheme. Fitzwilliam performed many services to help keep NASI in business, according to the complaint, such as granting it immediate loans to cover shortfalls to make lulling payments to investors; writing promotional letters vouching for NASI as its banker; and talking to investors who were beginning to get suspicious and assuring them that NASI was legitimate. Since all of these supportive actions were undertaken in the regular scope of his employment at CNB, the complaint claims, the bank is liable for his actions.

The complaint alleges that during the Class Period, the defendants made false and misleading statements or failed to disclose adverse information about Five Below’s business and prospects. 

This securities class action lawsuit alleges that defendant VimpelCom made false and misleading statements about its business and prospects and also failed to disclose material facts concerning its payment of unlawful bribes in order to secure the company's access to Uzbekistan's telecommunications market and the fact that those actions led to probes and criminal investigations by the SEC, Dutch authorities and the U.S. Department of Justice.

Starz Securities Fraud Class Action

This securities class action lawsuit alleges that Starz failed to disclose several material facts with regard to the business and prospects of the company during the relevant period concerning allegedly illicit practices committed by its officers. As a result, the stock traded at artificially inflated prices, eventually causing the plaintiff to suffer losses once the true facts about the company became apparent.

This securities class action alleges that TCP International Holdings failed to disclose material facts relating to the company's chairman and improper personal payments he made relating to the business, did not disclose improper relationships with he had with vendors and misled investors with regard to the company's business operations and future prospects.

This federal securities class action lawsuit is brought against BofI Holdings, Inc., a holding company for BofI Federal Bank, a provider of consumer and business banking products through the Internet in the U.S.  BofI’s most significant business is making mortgages to high-net-worth individuals for the purchase of expensive properties through BofI’s Bank of Internet USA brand.  The complaint alleges that throughout the class period: (i) BofI’s internal controls were frequently disregarded; (ii) Bank of Internet’s borrowers included foreign nationals who should have been off-limits under federal anti-money-laundering laws; (iii) many Bank of Internet accounts lacked required tax identification numbers; and (iv) Bank of Internet fired an internal auditor who raised the foregoing issues to management and to federal regulators.

Vasco Logo

This derivative lawsuit is brought against VASCO Data Security International, Inc. as Nominal Defendant and on behalf of VASCO Data Security International, Inc., derivatively, for making false statements and failing to disclose that (1) VASCO’s products were illegally sold to parties in Iran in violation of federal laws prohibiting such sales; and (2) VASCO lacked adequate internal controls breaching Defendants’ duties of care and loyalty.

Solarcity Board Compensation comes under review

This shareholder derivative lawsuit alleges that the Board of Directors of SolarCity pay themselves too much money.

 

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