Itoba Ltd. v. Lep Group PLC
United States Court of Appeals for the Second Circuit
54 F.3d 118 (1995)
- Written by Rocco Sainato, JD
Facts
Lep Group PLC (Lep) (defendant) is a holding company based out of England, with many different subsidiaries. A.D.T. Limited (A.D.T.), a Bermuda holding company, attempted a takeover of Lep in 1990. Prior to the takeover, an investment bank in London was hired to research Lep’s financial health. Based on several documents Lep filed with the Securities and Exchange Commission (SEC) in relation to its stock offering in the United States, it was determined that Lep was a sound investment. A.D.T. attempted the takeover, first by making stock purchases through its subsidiary in England, Itoba Ltd. (plaintiff), a Channel Islands corporation. Shortly after these stock purchases, Lep’s stock price fell sharply. This was due to a disclosure indicating that Lep’s financials were not as sound as had been reported. Itoba then brought suit against Lep in the United States District Court for the District of Connecticut for violation of § 10(b) of the Exchange Act. The court dismissed the suit for lack of subject matter jurisdiction. Itoba then appealed to the Second Circuit Court of Appeals.
Rule of Law
Issue
Holding and Reasoning (Van Graafeiland, J.)
What to do next…
Here's why 814,000 law students have relied on our case briefs:
- Written by law professors and practitioners, not other law students. 46,300 briefs, keyed to 988 casebooks. Top-notch customer support.
- The right amount of information, includes the facts, issues, rule of law, holding and reasoning, and any concurrences and dissents.
- Access in your classes, works on your mobile and tablet. Massive library of related video lessons and high quality multiple-choice questions.
- Easy to use, uniform format for every case brief. Written in plain English, not in legalese. Our briefs summarize and simplify; they don’t just repeat the court’s language.