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Former SEC Commissioners Back Emulex in High Court Fight

Feb. 26, 2019, 5:18 PM

Three former SEC commissioners agree with Emulex Corp. that policing tender offer-related negligent omissions or misstatements is best left to the agency.

There shouldn’t be a private right of action even if the omissions or misstatements were made knowingly or recklessly, former Securities and Exchange Commission members Charles C. Cox, Daniel M. Gallagher, and Joseph A. Grundfest said in their Feb. 25 amicus brief to the U.S. Supreme Court. The case is scheduled for oral argument April 15.

Emulex investors sued after the company allegedly left a semiconductor transactions chart out of its recommendation to shareholders about the tender offer ...