Wabash Fire & Casualty Insurance Co. v. United States

How courts have described this case

Verbatim parenthetical descriptions written by other courts when citing this decision. Ranked by citation-network relevance.

• finding material omission where proxy statement failed to disclose several significant and longstanding relationships between the directors of two merging companies
• stating that, for a fact to be considered material for purposes of a Rule 14a-9 claim, “there must be a substantial likelihood that a reasonable shareholder would have considered the fact important in deciding how to vote”
• “Under Rule 14a-9, plaintiffs need not demonstrate that the omissions and misrepresentations resulted from knowing conduct undertaken by the director defendants with an intent to deceive.”
• “As a matter of law, 25 the preparation of a proxy statement by corporate insiders containing materially false or misleading 26 statements or omitting a material fact is sufficient to satisfy [the negligence standard].”

Source: CourtListener parenthetical corpus (CC0).