CHOY, Circuit Judge:
Isaacs Brothers Corp. (Isaacs), a shareholder in the Hibernia Bank (Bank), filed this class action on behalf of all the shareholders of the Bank against the Bank and three of its directors. Isaacs alleged that the Bank was soliciting shareholder votes by means of allegedly false and misleading proxy statements in violation of § 14(a) of the Securities Exchange Act, 15 U.S.C. § 78n(a) and Federal Deposit Insurance Corporation regulation...
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