·
Case and law context
Interpretation-only case: no CASE context or instance blocks recorded in this snapshot.
Instances and excluded annotation blocks
| Case | Element | Holding and scope | Variant | Exact source quotations |
|---|
Court interpretations recorded from this case
interpretation
Rather, absent a duty, material information needn't be disclosed unless its omission would render misleading other information that an issuer has disclosed.
Rather, absent a duty, material information needn't be disclosed unless its omission would render misleading other information that an issuer has disclosed.Source:
docroot/ir/caselaw/f3d_934.jsonl#/f3d/934/1307-01; Unicode character offsets [14508:14664] (end exclusive); SHA-256 163ed4472ed85b4e6b4dfef6442cec2c05fd4b4d6ce3587bfabbd6a8244b6f91.Under Janus, the Rule 10b-5(b) maker must have ultimate authority over content and whether/how to communicate the statement; drafting assistance alone is insufficient. Rule 10b-5(b) requires a false statement or omission that makes statements actually made misleading. Macquarie (2024) excludes pure omissions even when Item 303 requires disclosure. Do not turn every duty to disclose into a 10b-5(b) private claim; older broad omission phrasing in the cited 2019 opinions is bounded by that holding.