Legal Opinion
Chemical Fund, Inc. v. Xerox Corporation
Court of Appeals for the Second Circuit
Decided May 9, 1967No. 30567_1PublishedCited by 14 opinions
1Opinion of the Court
LUMBARD, Chief Judge:
The principal issue on this appeal is whether Chemical Fund, the owner of more than ten percent of Xerox Convertible Debentures, is liable for short-swing trading profits as a “beneficial owner of more than 10 per centum of any class of any equity security” within the meaning of section 16 of the Securities Exchange Act of 1934, 48 Stat. 896 (1934), as amended, 15 U.S.C. § 78p. We think not. As Chemical Fund at no time would have owned more than 2.72 percent of Xerox common stock had it chosen to convert all its Debentures into common stock, we hold it was not liable for…
2Cases cited7 opinions
- Smolowe v. Delendo CorporationCourt of Appeals for the Second Circuit · 1943
- Nicholas Ferraiolo v. F. R. NewmanCourt of Appeals for the Sixth Circuit · 1958
- Blau v. LambCourt of Appeals for the Second Circuit · 1966
- Isadore Blau v. Max Factor & CompanyCourt of Appeals for the Ninth Circuit · 1965
- Blau v. FactorSupreme Court of the United States · 1965
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3Cited by14 opinions
- Richard Morales v. Quintel Entertainment, Inc. And Peter StolzCourt of Appeals for the Second Circuit · 2001
- Fed. Sec. L. Rep. P 94,924 American Standard, Inc. v. Crane Co., and Third-Party v. Edward J. Hanley, Third-PartyCourt of Appeals for the Second Circuit · 1975
- Fed. Sec. L. Rep. P 95,294 MacAuley Whiting v. The Dow Chemical CompanyCourt of Appeals for the Second Circuit · 1975
- Fed. Sec. L. Rep. P 98,706 Pittsburgh Terminal Corporation v. The Baltimore and Ohio Railroad Company, W. James Price, Alonzo G. Decker, Jr., James Parker Nolan, Frederick Deane, Jr., James L. O'keefe, Gregory S. Devine, Fay A. Le Favre, Nicholas T. Camicia, Dr. Milton S. Eisenhower, Steven Muller, John K. Stevenson, Hays T. Watkins, Howard E. Simpson and Cyrus S. Eaton, All Directors or Former Directors of the Baltimore and Ohio Railroad, the Chesapeake and Ohio Railroad And/or the Chessie System, the Chesapeake and Ohio Railway Company and Chessie System, Inc. Monroe Guttmann, Loretta Guttmann, Janet Rees and Evelyn Bittner v. The Baltimore and Ohio Railroad Company, W. James Price, Alonzo G. Decker, Jr., James Parker Nolan, Frederick Deane, Jr., James L. O'keefe, Gregory S. Devine, Fay A. Le Fevre, Nicholas T. Camicia, Dr. Milton S. Eisenhower, Steven Muller, John K. Stevenson, Hays T. Watkins, Howard E. Simpson and Cyrus S. Eaton, All Directors or Former Directors of the Baltimore and Ohio Railroad, the Chesapeake and Ohio Railroad And/or the Chessie System, the Chesapeake and Ohio Railway Company and Chessie System, IncCourt of Appeals for the Third Circuit · 1982
- Levy v. SeatonDistrict Court, S.D. New York · 1973
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