Paul Weiss discusses Florida Court’s Dismissal of SEC Case Following Gabelli

In SEC v. Graham, 2014 WL 1891418 (S.D. Fla. May 12, 2014) (King, J.), a Florida district court held that SEC claims for injunctive relief, declaratory relief and disgorgement are subject to the same five-year statute of limitations as claims for civil monetary penalties. The court’s reasoning was based, in large part, on the Supreme Court’s analysis of that statute of limitations last year in Gabelli v. SEC, 133 S. Ct. 1216 (2013).


28 U.S.C. § 2462 (“Section 2462”) provides that “[e]xcept as otherwise provided by Act of Congress, an action, suit or proceeding for the enforcement … Read more

Paul Weiss discusses Claim Seeking Short-Swing Profit Disgorgement from IPO Underwriters

In In re Facebook, Inc., IPO Securities & Derivative Litigation, 2014 WL 1760332 (S.D.N.Y. May 2, 2014), the U.S. District Court for the Southern District of New York rejected the argument that underwriters and selling stockholders in an IPO should be treated as a “group” for the purposes of the short-swing profit rule as a result of “lock-up” agreements temporarily prohibiting shareholders from selling their shares without underwriter permission. The court rejected plaintiff’s theory that the lock-up agreements required the underwriters and shareholders to be treated as a group—which would subject underwriters to short-swing profit liability—because plaintiff did not … Read more