Janus Capital Group Inc. v. First Derivative Traders

Short Conclusion: The only proper defendant in a private Rule 10b-5 suit is the “maker” of a statement—”the person or entity with ultimate authority over the statement, including its content and whether and how to communicate it.” That is to say, Janus Capital Management (JCM) cannot be held liable in a private suit under the Securities and Exchange Commission’s Rule 10b-5 for drafting allegedly misleading prospectuses for the mutual funds it advises.

from: http://blogs.law.harvard.edu/corpgov/2011/06/23/u-s-supreme-court-clarifies-the-scope-of-private-liability-under-rule-10b-5/