Securities and Exchange Commission v. Siebel Systems, Inc.
United States District Court for the Southern District of New York
384 F. Supp. 2d 694 (2005)
Kenneth Goldman (defendant), chief financial officer of Siebel Systems, Inc. (SSI) (defendant) spoke about the company at two private events on April 30, 2003. At those events, Goldman told groups of institutional investors that SSI’s business activity levels were “good,” that the sales transaction pipeline was “building” and “growing,” and that there were some $5 million deals in the pipeline. Shortly after these events, a number of attendees bought stock in SSI. Earlier in April 2003, SSI’s CEO Thomas Siebel made public statements at a series of conference calls. Among many other comments, Siebel stated that SSI’s first quarter results were poor, that second quarter revenues were expected to increase but only if the economy improved, and that there were no indications that the economy as a whole was improving. Siebel also stated that there would probably be large transactions in the pipeline. SSI did not make any public disclosures relating to the statements Goldman made on April 30. The Securities and Exchange Commission (SEC) sued Goldman, SSI, and another officer of SSI for privately disclosing material nonpublic information regarding SSI in violation of Regulation FD. The SEC argued that Siebel’s projection had been downbeat and tied future improvement to general economic improvement, while Goldman’s statements had been much more positive. The defendants moved to dismiss the complaint for failure to state a claim.
Rule of Law
Holding and Reasoning (Daniels, J.)
What to do next…
Unlock this case brief with a free (no-commitment) trial membership of Quimbee.
You’ll be in good company: Quimbee is one of the most widely used and trusted sites for law students, serving more than 97,000 law students since 2011. Some law schools—such as Yale, Vanderbilt, Berkeley, and the University of Illinois—even subscribe directly to Quimbee for all their law students. Read our student testimonials.
Learn more about Quimbee’s unique (and proven) approach to achieving great grades at law school.
Quimbee is a company hell-bent on one thing: helping you get an “A” in every course you take in law school, so you can graduate at the top of your class and get a high-paying law job. We’re not just a study aid for law students; we’re the study aid for law students. Read more about Quimbee.
Here's why 160,000 law students have relied on our case briefs:
- Written by law professors and practitioners, not other law students. 13,700 briefs, keyed to 186 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.