Matthew T. McLaughlin, a partner at Venable, writes that for long over a decade, there has been a lively debate in the Second Circuit courts as to whether “culpable participation” is a necessary element in a control person claim. The debate over what a §20(a) plaintiff must plead may, however, be less animated than originally thought.
Bonnie J. Roe of Cohen & Gresser discusses the timeliness of the SEC’s considering changes to the 500 holder threshold for Exchange Act registration to take account of changes in public and private markets, and weighing whether beneficial rather than record owners should be counted in certain circumstances.
