Ramp Corporation - Securities Class Action

Company and Case Information

IMPORTANT INFORMATION | INDEX OF FILINGS | SEARCH

Home

Index of Filings

News and Press Releases

Filings

Decisions

Settlements

Litigation Activity Indices

Top Ten List

Annual/Quarterly Updates

Clearinghouse Research

Articles & Papers

Search

Related Sites

About Us

Local Rules

Sponsors

Register

_______________
Copyright (c) 2001
Stanford Law School

Ramp Corporation Summary: According to an article dated November 15, 2007, on October 10, 2007, the U.S. District Court for the Southern District of New York found that a securities fraud claim against an auditor complied with Rule 11 because the complaint was sufficiently supported. Shareholders of Ramp Corp. sued the company and its auditor, BDO Seidman L.L.P. alleging that Ramp made material misrepresentations as to its financial health that caused its stock to be falsely inflated and caused the shareholders to lose money. The complaint named BDO, but did not allege that BDO audited financial statements that contained materially false statements. … The district court found the plaintiffs' complaint satisfied the reasonableness standard under Rule 11. The district court did not rule on the plaintiffs' counsel's request for attorney's fees pending submission of additional information.

On July 5, 2007, the Court entered the Memorandum Opinion and Order granting approving the settlement and the Plan of Allocation. The Court is still awaiting a decision on the motion for attorney's fees and expenses.

In a press release dated April 26, 2007, pursuant to an Order of the United States District Court, a hearing will be held regarding the proposed settlement (the "Settlement") in In re Ramp Corporation Securities Litigation, Civil Action No. 05 cv 6521 (DLC) (the "Action"), on June 29, 2007 at 3:00 p.m, before Judge Denise Cote, at the Daniel Patrick Moynihan United States Courthouse, 500 Pearl Street, Courtroom 11B, New York, New York. At the hearing, the Court will consider: (a) whether this Action satisfies the applicable prerequisites for class action treatment under Rule 23 of the Federal Rules of Civil Procedure; (b) whether the terms of the proposed settlement, which, among other things, provides for the creation of a Settlement Fund in the amount of two million seventy-five thousand dollars ($2,075,000), are fair, reasonable and adequate, and should be approved by the Court.

As summarized by the Notice of Proposed Class Action and Its Settlement dated Marc 23, 2007, beginning in July 2005, three proposed class actions were filed in the United States District Court for the Southern District of New York, and assigned to the Honorable Denise Cote. In an order dated October 18, 2005, the Court: (1) consolidated the three actions under the caption In Re Ramp Corporation Securities Litigation, No. 05 Civ. 6521 (DLC); (2) appointed Plaintiffs Mark Lorenzo, Vincent Collucio, and Brian Steele as Lead Plaintiffs in the Action; and (3) approved Lead Plaintiffs’ selection of Murray, Frank & Sailer LLP as Lead Counsel. On December 16, 2005, Lead Plaintiffs filed a “Consolidated Class Action Complaint” (the “Complaint”) against certain officers and directors of Ramp: Andrew Brown, Darryl Cohen, Mitchell Cohen, Ron Munkittrick, and Jeffrey Stahl (collectively, the “Ramp Defendants”), as well as BDO (with the Ramp Defendants, the “Original Defendants”). On July 21, 2006, the Court granted the Original Defendants’ motions to dismiss in part. … The Court’s July 21, 2006 decision dismissed all claims based on any statements made before April 14, 2004 (the date Ramp filed its 2003 10-K signed by Brown), so all members of the Settlement Class who purchased Ramp stock on the open market before that date lost standing to assert claims as to that earlier portion of the Class Period. Thereafter discovery commenced. Lead Plaintiffs reviewed tens of thousands of pages of documents obtained from Ramp through motion practice before the United States Bankruptcy Court. On September 5, 2006, with the Court’s permission, Defendant Darryl Cohen again moved to dismiss the Section 20(a) claim against him. On October 13, 2006, Lead Plaintiffs moved for class certification. These motions were both pending when the Settlement in principal was reached on November 13, 2006.

The original complaint alleges that the Ramp and certain of its present and former officers and directors violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 by making materially false and misleading representations and omissions in public filings with the Securities and Exchange Commission. The complaint alleges that on May 21, 2005, BDO Seidman LLP resigned as the Company's auditor and advised Ramp that the Company's 2003 and 2004 audit reports were unreliable. The complaint further alleges that as a result of such information, Ramp stated that is would not file its quarterly report on Form 10-Q for the quarter ended March 31, 2005 on time, which led to its defaulting on certain debentures. It is also alleged in the complaint that the Company’s CEO resigned and was suspended on May 22, 2005 because he may have violated Company policies or the law when he received an unspecified amount of cash as a gift in December 2003. The complaint alleges that the Company filed for reorganization under Chapter 11 of the Bankruptcy laws on June 2, 2005, and that the American Stock Exchange notified it on June 6, 2005 that it was delisting the Company's stock. It is alleged that when Seidman announced that it was resigning and that Ramp's financial statements were unreliable, trading in the Company's stock was halted on May 23, 2005. At the time, Ramp's stock was trading at $1.25 per share. When the Company's stock began trading again, it decreased in price to $0.10 per share.

INDUSTRY CLASSIFICATION:
SIC Code: 7370
Sector: Technology
Industry: Computer Services

COMPANY/ISSUER NAME:	Ramp Corporation
COMPANY/ISSUER TICKER:	RCOCQ.OB
COMPANY WEBSITE:

FIRST IDENTIFIED COMPLAINT IN THE DATABASE

Silverlake Holdings, Inc., et al. v. Ramp Corporation, et al.

COURT: S.D. New York	DOCKET NUMBER: 05-CV-06521
JUDGE NAME: Hon. Denise L. Cote
DATE FILED: 07/19/2005	SOURCE: Notice of Filing
CLASS PERIOD START: 04/14/2004	CLASS PERIOD END: 05/20/2005
TYPE OF COMPLAINT: Unamended/Unconsolidated
PLAINTIFF FIRMS IN THIS OR SIMILAR CASE:
Abraham, Fruchter & Twersky One Pennsylvania Plaza, Suite 1910, New York, NY, 10119 (voice) 212.279.5050, (fax) 212.279.3655, JFruchter@FruchterTwersky.com Bull & Lifshitz 18 East 41st St., New York, NY, 10017 (voice) 212.213.6222, (fax) 212.213.9405, Federman & Sherwood 120 North Robinson, Suite 2720, Oklahoma City, OK, 73102 (voice) 405-235-1560, (fax) , wfederman@aol.com Murray, Frank & Sailer LLP 275 Madison Ave 34th Flr, New York, NY, 10016 (voice) 212.682.1818, (fax) 212.682.1892, email@murrayfrank.com _____________________________________________ TOTAL NUMBER OF PLAINTIFF FIRMS: 4

DOCUMENTS FOR THE FIRST IDENTIFIED COMPLAINT
Class Action Complaint for Violation of the Federal Securities Laws - Jury Trial Demanded
Type: Complaint		Date on the document: 07/19/2005
Order
Type: Order		Date on the document: 10/18/2005

REFERENCE COMPLAINT

In Re: Ramp Corporation Securities Litigation

COURT: S.D. New York	DOCKET NUMBER: 05-CV-06521
JUDGE NAME: Hon. Denise L. Cote
DATE FILED: 10/17/2006	SOURCE: Docket
CLASS PERIOD START: 04/14/2004	CLASS PERIOD END: 05/20/2005
TYPE OF COMPLAINT: Second Amended and Consolidated
PLAINTIFF FIRMS NAMED IN COMPLAINT:
Murray, Frank & Sailer LLP 275 Madison Ave 34th Flr, New York, NY, 10016 (voice) 212.682.1818, (fax) 212.682.1892, email@murrayfrank.com _____________________________________________ TOTAL NUMBER OF PLAINTIFF FIRMS: 1

DOCUMENTS FOR THE REFERENCE COMPLAINT
Opinion & Order
Type: Order		Date on the document: 07/21/2006
Stipulation of Settlement
Type: Settlement		Date on the document: 02/09/2007
Notice Of Pendency Of Proposed Class Action And Its Settlement
Type: Notice		Date on the document: 03/23/2007
Amendment To The Stipulation Of Settlement
Type: Settlement		Date on the document: 03/27/2007
Memorandum Opinion and Order
Type: Order		Date on the document: 07/03/2007
U.S. District Court Civil Docket
Type: Docket		Date on the document: 10/10/2007

OTHER DOCUMENTS
Class Action Complaint - Jury Trial Demanded
Case Name and/or Number: Alfred H. Cailteaux, et al. v. Ramp Corporation,et al.
Type: Complaint		Date on the document: 08/01/2005

WARNING AND DISCLAIMER OF LIABILITY:
The information included on this Web site, whether provided by personnel employed by Stanford Law School or by third parties, is provided for research and teaching purposes only. Neither Stanford University, Stanford Law School, nor any of their employees, agents, contractors, or affiliates warrant the accuracy or completeness of the information or analyses displayed herein, and we caution all readers that inclusion of any information on this site does not constitute an endorsement of the truthfulness or accuracy of that information. In particular, this Web site contains complaints and other documents filed in federal and state courts, which make allegations that may or may not be accurate. No reader should, on the basis of information contained in or referenced by this Web site, assume that any of these allegations are truthful.

Go to Search page | Go to Case Index page | Back to Top

�