In the wake of recent corporate scandals and dramatic market downturns, many employees whose retirement savings plans were heavily invested in the stock of their employer have seen their account balances substantially depleted. To recover for their losses, plan participants have filed lawsuits under the Employee Retirement Income Security Act (ERISA) alleging that plan fiduciaries made misrepresentations or failed to disclose material information about the suitability of investing in the company stock. These suits are generally derivative or companion cases to securities class actions based on the same allegations of misrepresentations or nondisclosures. Even though there is a significant overlap between the ERISA and the securities suit, the procedural and substantive rules governing the two actions are substantially different. This Article responds to the substantial need to identify these differences side by side and to examine whether ERISA fiduciary misrepresentation and nondisclosure claims amount to securities litigation in disguise, and if so, whether these claims should be allowed to proceed in the absence of the procedural safeguards imposed by the Private Securities Litigation Reform Act (PSLRA).
Bravo, Clovis Trevino, "ERISA Misrepresentation and Nondisclosure Claims: Securities Litigation under the Guise of ERISA?" (2008). Georgetown Law Student Series. Paper 6.