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Rubic_Print_FormatCourse CodeClass CodePOS-500POS-500-O501Constitu.docx
- 1. Rubic_Print_FormatCourse CodeClass CodePOS-500POS-500- O501Constitution Day Presentation100.0CriteriaPercentageUnsatisfactory (0.00%)Less than Satisfactory (74.00%)Satisfactory (79.00%)Good (87.00%)Excellent (100.00%)CommentsPoints EarnedContent80.0%Create a 12-15 slide PowerPoint presentation about the core tenets of the U.S. Constitution: Checks and balances Federalism Judicial review Limited government Popular sovereignty Separation of powers 30.0%PowerPoint content does not address the core tenets of the U.S. Constitution.Some of the core tenets of the U.S. Constitution are minimally presented and are overgeneralized, or lacking detail. One or more core tenets from the list are missing.All of the listed core tenets of the U.S. Constitution are adequately presented.All of the listed core tenets of the U.S. Constitution are presented clearly with a logical progression of ideas.All of the listed core tenets of the U.S. Constitution are thoroughly presented and clearly delineated.Speaker notes include content-related commentary for each slide, in a minimum of 50-100 words. 15.0%Speaker notes are not included.Speaker notes are not complete sentences and do not appropriately describe the content of the slide. Minimum word count is not met.Speaker notes are included with some detail. Minimum required word count is met.Speaker notes are clear and brief with appropriate details. Minimum required word count is met. Speaker notes are clear and thoroughly describe content presented on each slide. Minimum word count is met. Audience selection and appropriateness of language and content (includes sentence construction, word choice, etc.) 15.0%Intended audience is not specified and is not clear based on content of presentation. Intended audience is specified, however the vocabulary and content are not appropriate for the intended audience. Intended audience is specified, and the vocabulary and content are appropriate for the intended
- 2. audience. Intended audience is specified, and the writer is clearly aware of audience. Uses a variety of appropriate vocabulary to enhance the content for the specified audience. Intended audience is specified, and the writer uses a variety of sentence constructions, figures of speech, and word choice in distinctive and creative ways that are appropriate to purpose, discipline, and scope.Include a 250-500-word essay describing two interactive learning activities for your intended audience to coincide with your presentation. 20.0%The essay describing two interactive learning activities for your intended audience is missing.The activities are not described clearly, not interactive, or not appropriate for the audience.The description of the activities is somewhat unclear or the activities do not fully contribute to the learning of the intended material.Both activities are described well enough, interactive, and suitable for the intended audience.Both activities are clearly described and thoughtfully developed to provide meaningful and varied interactive learning opportunities for the intended audience. Organization and Effectiveness 15.0%Layout10.0%The layout is cluttered, confusing, and does not use spacing, headings, and subheadings to enhance the readability. The text is extremely difficult to read with long blocks of text, small point size for fonts, and inappropriate contrasting colors. Poor use of headings, subheadings, indentations, or bold formatting is evident.The layout shows some structure, but appears cluttered and busy or distracting with large gaps of white space or a distracting background. Overall readability is difficult due to lengthy paragraphs, too many different fonts, dark or busy background, overuse of bold, or lack of appropriate indentations of text.The layout uses horizontal and vertical white space appropriately. Sometimes the fonts are easy to read, but in a few places the use of fonts, italics, bold, long paragraphs, color, or busy background detracts and does not enhance readability. The layout background and text complement each other and enable the content to be easily read. The fonts are easy to read and point size varies appropriately for headings and text.The layout
- 3. is visually pleasing and contributes to the overall message with appropriate use of headings, subheadings, and white space. Text is appropriate in length for the target audience and to the point. The background and colors enhance the readability of the text.Mechanics of Writing (includes spelling, punctuation, grammar, language use)5.0%Slide errors are pervasive enough that they impede communication of meaning.Frequent and repetitive mechanical errors distract the reader.Some mechanical errors or typos are present, but they are not overly distracting to the reader.Slides are largely free of mechanical errors, although a few may be present.Writer is clearly in control of standard, written, academic English.Format5.0%Documentation of Sources (citations, footnotes, references, bibliography, etc., as appropriate to assignment and style)5.0%Sources are not documented.Documentation of sources is inconsistent or incorrect, as appropriate to assignment and style, with numerous formatting errors.Sources are documented, as appropriate to assignment and style, although some formatting errors may be present.Sources are documented, as appropriate to assignment and style, and format is mostly correct. Sources are completely and correctly documented, as appropriate to assignment and style, and format is free of error.Total Weightage100% Dura Pharmaceuticals, Inc. v. Broudo, 544 U.S. 336 (2005) 125 S.Ct. 1627, Blue Sky L. Rep. P 74,529, 161 L.Ed.2d 577, 73 USLW 4283... © 2019 Thomson Reuters. No claim to original U.S. Government Works. 1 KeyCite Yellow Flag - Negative Treatment
- 4. Declined to Extend by United States v. Rand, 4th Cir.(N.C.), August 26, 2016 125 S.Ct. 1627 Supreme Court of the United States DURA PHARMACEUTICALS, INC., et al., Petitioners, v. Michael BROUDO et al. No. 03–932. | Argued Jan. 12, 2005. | Decided April 19, 2005. Synopsis Background: Purchasers of stock in pharmaceutical company brought securities fraud action against company and certain managers and directors, alleging that defendants' false statements regarding expected future Food and Drug Administration (FDA) approval of a new asthmatic spray device artificially inflated price of stock. The United States District Court for the Southern District of California, 2000 WL 33176043, M. James Lorenz, J., dismissed without prejudice, and following filing of amended complaint dismissed with prejudice. Purchaser appealed. The Court of Appeals, 339 F.3d 933, reversed and remanded. Certiorari was granted.
- 5. Holdings: The Supreme Court, Justice Breyer, held that: [1] an investor may not establish loss causation by alleging that security price was inflated because of misrepresentation, and [2] investors' allegations were insufficient to state fraud claim. Reversed and remanded. West Headnotes (2) [1] Securities Regulation Causation; existence of injury 349B Securities Regulation 349BI Federal Regulation 349BI(C) Trading and Markets 349BI(C)7 Fraud and Manipulation 349Bk60.43 Grounds of and Defenses to Liability 349Bk60.47 Causation; existence of injury An investor claiming securities fraud under the Securities Exchange Act cannot satisfy the requirement of proving that the fraud caused an economic loss simply by alleging in the complaint, and subsequently establishing, that the price of the security on the date of purchase was inflated because of the misrepresentation. Securities Exchange Act of 1934, § 21D(b)(4), as amended, 15 U.S.C.A. § 78u–4(b)(4). 2211 Cases that cite this headnote
- 6. [2] Securities Regulation Misrepresentation 349B Securities Regulation 349BI Federal Regulation 349BI(C) Trading and Markets 349BI(C)7 Fraud and Manipulation 349Bk60.50 Pleading 349Bk60.53 Misrepresentation Investors' allegations that they paid artificially inflated prices for securities of pharmaceutical company, due to false statements regarding expected future Food and Drug Administration (FDA) approval of a new asthmatic spray device, and suffered damages, implying that the investors' loss consisted of the artificially inflated purchase price, were insufficient to state securities fraud claim under Securities Exchange Act; investors failed to claim that share price fell significantly after truth became known. Securities Exchange Act of 1934, § 21D(b)(4), as amended, 15 U.S.C.A. § 78u–4(b)(4). http://www.westlaw.com/Link/RelatedInformation/Flag?docume ntGuid=I9a6b7fd0b03211d9a707f4371c9c34f0&transitionType= Document&originationContext=docHeaderFlag&rs=cblt1.0&vr= 3.0&contextData=(sc.Search) https://www.westlaw.com/Document/I8a6a27906c1311e69e6ceb 9009bbadab/View/FullText.html?navigationPath=RelatedInfo%2 Fv4%2Fkeycite%2Fnav%2F%3Fguid%3DI8a6a27906c1311e69e 6ceb9009bbadab%26ss%3D2006478482%26ds%3D2039652450 &listSource=RelatedInfo&list=NegativeCitingReferences&rank =0&originationContext=docHeader&transitionType=NegativeTr
- 10. Dura Pharmaceuticals, Inc. v. Broudo, 544 U.S. 336 (2005) 125 S.Ct. 1627, Blue Sky L. Rep. P 74,529, 161 L.Ed.2d 577, 73 USLW 4283... © 2019 Thomson Reuters. No claim to original U.S. Government Works. 2 1925 Cases that cite this headnote **1628 *336 Syllabus * Respondents filed a securities fraud class action, alleging that petitioners, Dura Pharmaceuticals, Inc., and some of its managers and directors (hereinafter Dura), made, inter alia, misrepresentations about future Food and Drug Administration approval of a new asthmatic spray device, leading respondents to purchase Dura securities at an artificially inflated price. In dismissing, the District Court found that the complaint failed adequately to allege “loss causation”—i.e., a causal connection between the spray device misrepresentation and the economic loss, 15 U.S.C. § 78u–4(b)(4). The Ninth Circuit reversed, finding that a plaintiff can satisfy the loss causation requirement simply by alleging that a security's price at the time of purchase was inflated because of the misrepresentation. Held: 1. An inflated purchase price will not by itself constitute or proximately cause the relevant economic loss needed to allege and prove “loss causation.” The basic elements of a private securities fraud action—which resembles a common-law tort action for deceit and misrepresentation
- 11. —include, as relevant here, economic loss and “loss causation.” The Ninth Circuit erred in following an inflated purchase price approach to showing causation and loss. First, as a matter of pure logic, the moment the transaction takes place, the plaintiff has suffered no loss because the inflated purchase price is offset by ownership of a share that possesses equivalent value at that instant. And the logical link between the inflated purchase price and any later economic loss is not invariably strong, since other factors may affect the price. Thus, the most logic alone permits this Court to say is that the inflated purchase price suggests that misrepresentation “touches upon” a later economic loss, as the Ninth Circuit found. However, to touch upon a loss is not to cause a loss, as 15 U.S.C. § 78u–4(b)(4) requires. The Ninth Circuit's holding also is not supported by precedent. The common-law deceit and misrepresentation actions that private securities fraud actions resemble require a plaintiff to show not only that had he known the truth he would not have acted, but also that he suffered actual economic loss. Nor can the holding below be reconciled with the views of other Courts *337 of Appeals, which have rejected the inflated purchase price approach to showing loss causation. Finally, the Ninth Circuit's approach is inconsistent with an important securities law objective. The securities laws make clear Congress' intent to permit private securities fraud actions only where plaintiffs adequately allege and prove the **1629 traditional elements of cause and loss, but the Ninth Circuit's approach would allow recovery where a misrepresentation leads to an inflated purchase price, but does not proximately cause any economic loss. Pp. 1630– 1634. 2. Respondents' complaint was legally insufficient in
- 12. respect to its allegation of “loss causation.” While Federal Rule of Civil Procedure 8(a)(2) requires only a “short and plain statement of the claim showing that the pleader is entitled to relief,” and while the Court assumes that neither the Rules nor the securities statutes place any further requirement in respect to the pleading, the “short and plain statement” must give the defendant “fair notice of what the plaintiff's claim is and the grounds upon which it rests,” Conley v. Gibson, 355 U.S. 41, 47, 78 S.Ct. 99, 2 L.Ed.2d 80. The complaint here contains only respondents' allegation that their loss consisted of artificially inflated purchase prices. However, as this Court has concluded here, such a price is not itself a relevant economic loss. And the complaint nowhere else provides Dura with notice of what the relevant loss might be or of what the causal connection might be between that loss and the misrepresentation. Ordinary pleading rules are not meant to impose a great burden on a plaintiff, but it should not prove burdensome for a plaintiff suffering economic loss to provide a defendant with some indication of the loss and the causal connection that the plaintiff has in mind. Allowing a plaintiff to forgo giving any indication of the economic loss and proximate cause would bring about the very sort of harm the securities statutes seek to avoid, namely, the abusive practice of filing lawsuits with only a faint hope that discovery might lead to some plausible cause of action. Pp. 1634–1635. 339 F.3d 933, reversed and remanded. BREYER, J., delivered the opinion for a unanimous Court. http://www.westlaw.com/Link/RelatedInformation/DocHeadnote Link?docGuid=I9a6b7fd0b03211d9a707f4371c9c34f0&headnote Id=200647848200220131020195642&originationContext=docu
- 14. http://www.westlaw.com/Link/Document/FullText?findType=Y &serNum=1957120403&pubNum=708&originatingDoc=I9a6b7f d0b03211d9a707f4371c9c34f0&refType=RP&originationContex t=document&vr=3.0&rs=cblt1.0&transitionType=DocumentItem &contextData=(sc.Search) http://www.westlaw.com/Link/Document/FullText?findType=Y &serNum=1957120403&pubNum=708&originatingDoc=I9a6b7f d0b03211d9a707f4371c9c34f0&refType=RP&originationContex t=document&vr=3.0&rs=cblt1.0&transitionType=DocumentItem &contextData=(sc.Search) http://www.westlaw.com/Link/Document/FullText?findType=Y &serNum=2003538770&pubNum=506&originatingDoc=I9a6b7f d0b03211d9a707f4371c9c34f0&refType=RP&originationContex t=document&vr=3.0&rs=cblt1.0&transitionType=DocumentItem &contextData=(sc.Search) http://www.westlaw.com/Link/Document/FullText?findType=h &pubNum=176284&cite=0254766801&originatingDoc=I9a6b7f d0b03211d9a707f4371c9c34f0&refType=RQ&originationConte xt=document&vr=3.0&rs=cblt1.0&transitionType=DocumentIte m&contextData=(sc.Search) Dura Pharmaceuticals, Inc. v. Broudo, 544 U.S. 336 (2005) 125 S.Ct. 1627, Blue Sky L. Rep. P 74,529, 161 L.Ed.2d 577, 73 USLW 4283... © 2019 Thomson Reuters. No claim to original U.S. Government Works. 3 All Citations 544 U.S. 336, 125 S.Ct. 1627, 161 L.Ed.2d 577, Blue Sky L. Rep. P 74,529, 73 USLW 4283, Fed. Sec. L. Rep. P 93,218, 05 Cal. Daily Op. Serv. 3273, 2005 Daily Journal D.A.R.
- 15. 4419, 18 Fla. L. Weekly Fed. S 233 End of Document © 2019 Thomson Reuters. No claim to original U.S. Government Works. David Jacob Levi Chen (a.k.a. Crazy Eddie) – A Financial and Legal Odyssey Eddie Antar, who disappeared in 1989 after the demise of his Crazy Eddie consumer electronics chain, was arrested in June 1992 near Tel Aviv. Antar, 44 years old at the time of his arrest, was discovered by the Israeli police to be living in a luxurious town house in Yavne, a town in central Israel, under the name “David Jacob Levi Cohen.” In 1996, Crazy Eddie pleaded guilty to a Federal charge that he had defrauded shareholders of more than $74 million by manipulating the company's stock. His plea agreement ended a seven-year financial and legal odyssey, including Mr. Antar's disappearance and flight under an assumed name to Israel to avoid arrest. In the 1980's, Mr. Antar and several family members built Crazy Eddie into the largest consumer electronics chain in the New York area. Commercials, in which a fast-talking announcer boasted that the stores' prices were "insane," became standard television fare. The company went public in 1984 and, by falsifying its books, Mr. Antar convinced financial analysts that Crazy Eddie was growing when, in fact, it was falling apart. When auditors were on the verge of discovering the scheme, company executives took the falsified documents and threw them in the garbage, according to testimony by the company's chief financial officer.
- 16. In 1992, Mr. Antar was convicted by a Federal jury in Newark on 17 separate charges including conspiracy, racketeering and securities fraud. Those convictions, however, were overturned by the United States Court of Appeals. Similarly, his brother, Mitchell Antar, had his convictions in the Crazy Eddie case thrown out. Both Antars ended up with jail sentences: Eddie with 6 years, 10 months and Mitchell with 1.5 years. In 1998, with the financial backing of Eddie’s mother, Rose, his nephews planned to open a Crazy Eddie in Wayne, NJ with hopes of rebuilding the chain. At the time, Eddie and Mitchell were serving time in Federal prison. As a side note: neither Eddie nor Mitchell was expected to be involved in the new venture! Later in 1998, family members Sam (Eddie’s father), brother Allen and brother-in-law were ordered to turn over more than $27 million that they made from the artificially inflated stock between 1984-87. Bryant, Adam, “Crazy Eddie’s Chief is Arrested in Israel,” The New York Times, June 25, 1992. Meier, Barry, “Founder of Crazy Eddie chain Pleads Guilty in Stock Fraud,” The New York Times, May 9, 1996. Foderaro, Lisa W., “Crazy Eddie’s Returning, Minus 2 Jailed Founders,” The New York times, January 20, 1998. Associated Press, “Crazy Eddie Profits Sought,” The New York Times, July 16, 1998. The Crazy Eddie Case Adapted from The White Collar Fraud website by Sam E. Antar at http:www.whitecollarfraud.com Eddie Antar was a retailing revolutionary in his day; he broke the price fixing environment that gripped the consumer electronics industry. To survive in this industry, Eddie circumvented the fair trade laws and discounted the consumer electronics merchandise he was selling. He faced retribution from the manufacturers who stopped shipping merchandise to him. Consequently, he had to purchase his inventory from trans-
- 17. shippers and grey markets. He built up great customer loyalty in the process and his business volume expanded. Like numerous other independent small businesses in America, Crazy Eddie paid many of its employees off the books. There was a company culture that believed that nothing should go to the government. Eddie Antar inspired intense loyalty from his employees, most of whom were family. It was us against them – customers, the government, insurance companies, auditors, and anyone else who did not serve the company's interests. The Antar family regularly skimmed profits from the business. If profits couldn’t be increased through bait-and-switch tactics, the Antar clan would pocket the sales tax by not reporting cash sales. The Four Phases of the Crazy Eddie Frauds 1969-1979: Skimming to reduce reported taxable income 1979-1983: Gradual reduction of skimming to increase reported income and profit growth in preparation to take the company public September 13, 1984: Date of Crazy Eddie initial public offering 1985-1986: Increasing Crazy Eddie's reported income to raise stock prices so insiders could sell their stock at inflated values 1987: Crazy Eddie starts losing money. The main purpose of fraud at this stage is to "cover up' prior frauds due to the "double down" effect. From the Fraudster’s Perspective Sam E. Antar was a CPA and the CFO of the Crazy Eddie electronics chain in the 1980s when that securities fraud scandal hit. The fraud cost investors and creditors hundreds of millions of dollars, and others, their careers. In addition to securities fraud, investigators later learned that the Crazy Eddie business was also involved in various other types of fraud, including
- 18. skimming, money laundering, fictitious revenue, fraudulent asset valuations, and concealed liabilities and expenses, to name a few. Since then, Sam has shared his views on white collar crime, the accounting profession, internal controls, the Sarbanes-Oxley Act, and other related topics with audiences around the country. According to Sam, there are two types of white collar criminal groups: 1) those with common economic interests (e.g. the Enrons and WorldComs) and 2) other cohesive groups (e.g. with family, religious, social, or cultural ties). Fraud is harder to detect in the second category because of behavioral and loyalty issues. Tone at the top is crucial here. Contrary to the fraud triangle theory -- incentive, opportunity, and rationalization -- Sam insists that the Crazy Eddie fraud involved no rationalization “It was pure and simple greed,” he says. “The crimes were committed simply because we could. The incentive and opportunity was there, but the morality and excuses were lacking. We never had one conversation about morality during the 18 years that the fraud was going on." He contends that “White collar criminals consider your humanity as a weakness to be exploited in the execution of their crimes and they measure their effectiveness by the comfort level of their victims.” Sam’s description of how the Crazy Eddie frauds were successfully concealed from the auditors for so long is a tale of, what he refers to as, “distraction rather than obstruction.” For example, employees of the company wined and dined the auditors to distract them from conducting their planned audit procedures and eat up the time allotted for the audit. As the end of the timeframe approached, the auditors were rushed, and didn’t have time to complete many of their procedures. Fraudsters use “controlled chaos” to successfully perpetrate their crimes. The accounting profession doesn’t analyze auditor error, and therefore, learn from it. Sam’s advice to the accounting profession, antifraud professionals, and Wall Street: “Don’t trust, just verify, verify, verify.” Audit programs are generic
- 19. and auditors have been too process-oriented. Sam recommends that auditors utilize the internet for searchable items, such as statements to the media and quarterly earnings calls transcriptions. A pattern of inconsistencies or contradictions found in these sources of information when compared to the financial statements and footnote disclosures should raise red flags. As an example, Crazy Eddie’s auditors never thought to check sales transactions to ensure that the deposits came from actual sales. They never considered that these funds came from previously skimmed money. Sam believes that white collar crime can be more brutal than violent crime because white collar crime imposes a collective harm on society. On using incarceration as a general deterrent, Sam says “No criminal finds morality and stops committing crime simply because another criminal went to jail.”