occupied positions as CEO and CFO respectively and both were directly involved in day-to-day management of the Company and were responsible for statements made to the public. Further, the Complaint alleges that Dabah and Riley were “culpable participants” in the fraud with facts supporting an inference that they not only exerted control over TCP but also participated in the alleged improprieties with scienter. Thus, because the Complaint adequately pleads a primary violation under the Exchange Act, as discussed above, the Complaint states a claim for con und v. Dynex Capital Inc., 531 F.3d 190, 195 (S.D.N.Y.2008). 96 . Kalnit, 264 F.3d at 142. 97 . Id. (quotation omitted). 98 . Novak, 216 F.3d at 308. Accord In re Veeco Instruments, Inc., Sec. Litig., 235 F.R.D. 220, 232 (S.D.N.Y.2006) (<HOLDING>). 99 . Novak, 216 F.3d at 308. 100 . ATSI, 493
holding that motive is circumstantial evidence of intent holding that plaintiff must plead strong circumstantial evidence of conscious misbehavior holding that the scienter requirement was satisfied by identification of specific facts constituting strong circumstantial evidence of recklessness and allegations that defendants knew of or recklessly ignored a series of accounting improprieties holding that admission of hearsay was harmless where strong circumstantial evidence established the same facts holding that the totality and magnitude of that defendants accounting violations constituted strong circumstantial evidence of reckless or conscious behavior