Where Does Control Lie?

'Lie' is the operative word in the post's title. The Supreme Court has said that the big bosses cannot be held liable for statements made in literature distributed by a subsidiary beholden to the big guys. The case is Janus Capital Group v. First Derivative Traders.

Janus Investment Fund, a subsidiary of Janus Capital Group, "had given special treatment to a dozen insiders who were able to make quick profits by exploiting the price difference between a mutual fund and its underlying securities". The prospectus for the fund said this was a no-no. But the SEC has a rule which states that it is unlawful to “make any untrue statement of a material fact or to omit to state a material fact necessary in order to make the statements made … not misleading.”  The Court said that Janus did not violate any laws as the big guys were not responsible for the statements in the fund's prospectus. However, Justice  Breyer noted, “each of the Fund’s officers is a Janus Management employee. Janus Management, acting through those employees (and other of its employees), manages the purchase, sale, redemption, and distribution of the Fund’s investments … [and] carries out the Fund’s daily activities.” 

Doesn't this mean that the principals of Janus lied?Make any sense to you?