case United States Translation unavailable

TSC Industries, Inc. v. Northway, Inc.

Leading U.S. case defining materiality in the proxy-disclosure context by asking whether there is a substantial likelihood that a reasonable shareholder would consider the omitted or misstated fact important.

Open original judgment / decision

Brief English Introduction

TSC Industries supplies a classic materiality formulation that still anchors U.S. securities-disclosure doctrine.

Use It For

Use this for comparing materiality tests in shareholder voting, merger disclosure, and public-company announcements.

Teaching Notes

Pair it with Basic to show how a proxy-disclosure standard migrates into broader securities-fraud doctrine.