On April 23, 2025, the Fourth Appellate District Court of Appeal of the State of California affirmed the dismissal of a putative class action asserting claims under the Securities Act of 1933 against an electric vehicle company and the underwriters of its IPO.  Bullock v. Rivian Auto., Inc., 2025 WL 1177303 (Cal. App. 4th Dist. Apr. 23, 2025).  

On March 9, 2023, a panel of the Utah Court of Appeals affirmed a 2021 trial court decision dismissing a putative securities class action against a technology company (the “Company”), certain of its officers and directors and its underwriters for alleged violations of Sections 11, 12(a)(2), and 15 of the Securities Act of 1933 (the “Securities Act”). Volonte v. Domo, Inc., No. 20210399-CA (Mar. 9, 2023). The unanimous decision affirmed the dismissal on the basis of a federal forum provision (“FFP”) in the Company’s bylaws; such provisions require that claims under the Securities Act of 1933 be filed in federal court as opposed to state court. Among other points, the decision emphasized the underwriters’ right to invoke the FFP and held that the matter was governed by Delaware, not Utah, law.

On April 22, 2020, Judge Kiyo Matsumoto of the Eastern District of New York issued an order and notice of venue to parties in a securities action against a foreign coffee chain (the “Company”), placing parties on notice of the Court’s decision to transfer the action to the Southern District of New York if the parties failed to present compelling legal and factual reasons against the transfer; the transfer order went into effect two days later.  Sterckx v. Luckin Coffee Inc. et al., No. 20-cv-01677 (E.D.N.Y. April 22, 2020).  The Court rejected plaintiffs’ argument against transfer based on a provision in a governing agreement pursuant to which the Company consented and submitted to the “jurisdiction of any state or federal court in the State of New York.”