18.  The United States Government, through the Environmental Protection  Agency (“EPA”), has passed and enforced laws and regulations designed to protect  United States citizens and the environment of the United States from pollutants,  chemicals, and agents known to cause disease and/or death in humans and that are  known to harm the environment. Vehicle manufacturers, including Mercedes and  Daimler, must abide by these United States laws and must adhere to EPA rules and  regulations.   19.  In order to meet the rigorous United States governmental emission  standards and produce a desirable vehicle with torque and power characteristics and  good fuel economy, Mercedes developed the BlueTEC™ (“BlueTEC”) diesel  engine. BlueTEC is Daimler’s marketing name for Mercedes engines that are  designed to effectively reduce fuel consumption and emissions in Mercedes diesel  vehicles.    21.  To combat this problem vehicle manufacturers illegally install certain  mechanisms designed to evade emissions standards with the help of certain  software or devices that manipulate emissions controls, known as “defeat devices”  or “cheat devices”.    22.  The EPA defines a defeat device as “an auxiliary emission control  device (AECD) that reduces the effectiveness of the emission control system under  conditions which may reasonably be expected to be encountered in normal vehicle  operation and use.” 40 C.F.R. 86.004-2.   23.  The EPA prohibits the equipment of defeat devices in vehicles in the  United States. 40 C.F.R. 86.004-16.    24.  A recent and prominent example of vehicle manufacturers’ use of  defeat devices is the major scandal involving Volkswagen AGs, Audi AG and  Volkswagen Group of America, Inc. and Porsche AG and Porsche Cars North  America (collectively, “Volkswagen”).    25.  On September 18, 2015, the EPA issued a Notice of Violation of the  Clean Air Act to Volkswagen AG, Audi AG, and Volkswagen Group of America,  Inc. alleging that model year 2009 – 2015 Volkswagen and Audi diesel cars  equipped with 2.0 liter engines included software that circumvents EPA emissions  standards for nitrogen oxides. The EPA labeled the software a “defeat device” as  defined by the Clean Air Act, 40 C.F.R. 86.004-2.   26.  On November 2, 2015, the EPA issued a second Notice of Violation to  Volkswagen. The Notice of Violation alleged that Volkswagen developed and  installed a defeat device in certain light duty diesel vehicles equipped with 3.0 liter  engines for model years 2014 through 2016 that increased emissions of nitrogen  oxide up to nine times the EPA’s standard.   28.  The Volkswagen vehicles contained defeat devices that detected when  the vehicle was undergoing official emissions testing in order to trigger the  vehicle’s full emissions controls on only during official emissions testing, but not  during normal operation of the vehicle.   29.  This resulted in vehicles that met emissions standards in the laboratory  or state testing stations, but not during normal operation of the vehicle.   30.  The U.S. Clean Air Act has strict emissions standards for vehicles and  it requires vehicle manufacturers to certify to the EPA that the vehicles sold in the  United States meet applicable federal emissions standards to control air pollution.  Every vehicle sold in the United States must be covered by an EPA issued  certificate of conformity. Accordingly, Mercedes has certified to the EPA that the  Mercedes BlueTEC vehicles sold in the United States meet applicable federal  emissions standards.    31.  Nevertheless, by manufacturing and selling BlueTEC cars that emit far  more pollutants than permitted under EPA standards, Daimler violated the Clean  Air Act, defrauded its customers, engaged in unfair competition under state and  federal law, without ever disclosing any of the aforementioned to Daimler  investors.  67.  Plaintiff brings this action as a class action pursuant to Federal Rule of  Civil Procedure 23(a) and (b)(3) on behalf of a class consisting of all persons other  than Defendants who acquired Daimler securities during the Class Period and who  were damaged thereby (the “Class”). Excluded from the Class are Defendants, the  officers and directors of Daimler, members of the Individual Defendants’ and  Director Defendants’ immediate families and their legal representatives, heirs,  successors or assigns and any entity in which Officer or Director Defendants have  or had a controlling interest.   68.  The members of the Class are so numerous that joinder of all members  is impracticable. Throughout the Class Period, Daimler securities were actively  traded on the OTC. While the exact number of Class members is unknown to  Plaintiff at this time and can be ascertained only through appropriate discovery,  Plaintiff believes that there are hundreds, if not thousands of members in the  proposed Class.   70.  Plaintiff will fairly and adequately protect the interests of the members  of the Class and has retained counsel competent and experienced in class and  securities litigation. Plaintiff has no interests antagonistic to or in conflict with  those of the Class.   71.  Common questions of law and fact exist as to all members of the Class  and predominate over any questions solely affecting individual members of the  Class. Among the questions of law and fact common to the Class are:    whether the Exchange Act were violated by Defendants’ acts as  alleged herein;    whether statements made by Defendants to the investing public during  the Class Period misrepresented material facts about the financial  condition, operations, and business Daimler;    whether Defendants’ public statements to the investing public during  the Class Period omitted material facts necessary to make the  statements made, in light of the circumstances under which they were  made, not misleading;    whether the prices of Daimler’s securities during the Class Period were  artificially inflated because of the Defendants’ conduct complained of  herein; and    whether the members of the Class have sustained damages and, if so,  what is the proper measure of damages.   73.  Plaintiff will rely, in part, upon the presumption of reliance established  by the fraud-on-the-market doctrine in that:    Daimler shares met the requirements for listing, and were listed and  actively traded on the OTC, a highly efficient and automated market;    Daimler regularly communicated with public investors via established  market communication mechanisms, including through the regular  dissemination of press releases via major newswire services and  through  other  wide-ranging  public  disclosures,  such  as  communications with the financial press and other similar reporting  services; and    Daimler was followed by a number of securities analysts employed by  major brokerage firms who wrote reports that were widely distributed  and publicly available.   74.  Based on the foregoing, the market for Daimler securities promptly  digested current information regarding Daimler from all publicly available sources  and reflected such information in the prices of the shares, and Plaintiff and the  members of the Class are entitled to a presumption of reliance upon the integrity of  the market.   76.  Plaintiff repeats and realleges each and every allegation contained  above as if fully set forth herein.   77.  This Count is asserted against Daimler and the Individual Defendants  and is based upon Section 10(b) of the Exchange Act, 15 U.S.C. § 78j(b), and Rule  10b-5 promulgated thereunder by the SEC.   78.   During the Class Period, Daimler and the Individual Defendants,  individually and in concert, directly or indirectly, disseminated or approved the  false statements specified above, which they knew or deliberately disregarded were  misleading in that they contained misrepresentations and failed to disclose material  facts necessary in order to make the statements made, in light of the circumstances  under which they were made, not misleading.   79.  Daimler and the Individual Defendants violated §10(b) of the 1934 Act  and Rule 10b-5 in that they:    employed devices, schemes and artifices to defraud;    made untrue statements of material facts or omitted to state material  facts necessary in order to make the statements made, in light of the  circumstances under which they were made, not misleading; or    engaged in acts, practices and a course of business that operated as a  fraud or deceit upon plaintiff and others similarly situated in  connection with their purchases of Daimler securities during the Class  Period.   81.   Individual Defendants, who are the senior officers and/or directors of  the Company, had actual knowledge of the material omissions and/or the falsity of  the material statements set forth above, and intended to deceive Plaintiff and the  other members of the Class, or, in the alternative, acted with reckless disregard for  the truth when they failed to ascertain and disclose the true facts in the statements  made by them or other Daimler personnel to members of the investing public,  including Plaintiff and the Class.   82.  As a result of the foregoing, the market price of Daimler securities was  artificially inflated during the Class Period. In ignorance of the falsity of Daimler’s  and the Individual Defendants’ statements, Plaintiff and the other members of the  Class relied on the statements described above and/or the integrity of the market  price of Daimler securities during the Class Period in purchasing Daimler securities  at prices that were artificially inflated as a result of Daimler’s and the Individual  Defendants’ false and misleading statements.   84.   As a result of the wrongful conduct alleged herein, Plaintiff and other  members of the Class have suffered damages in an amount to be established at trial.   85.  By reason of the foregoing, Daimler and the Individual Defendants  have violated Section 10(b) of the 1934 Act and Rule 10b-5 promulgated  thereunder and are liable to the plaintiff and the other members of the Class for  substantial damages which they suffered in connection with their purchase of  Daimler securities during the Class Period.  86.  Plaintiff repeats and realleges each and every allegation contained in  the foregoing paragraphs as if fully set forth herein.   87.  During the Class Period, the Individual Defendants participated in the  operation and management of Daimler, and conducted and participated, directly and  indirectly, in the conduct of Daimler’s business affairs. Because of their senior  positions, they knew the adverse non-public information about Daimler’s  misstatement of revenue and profit and false financial statements.   88.  As officers and/or directors of a publicly owned company, the  Individual Defendants had a duty to disseminate accurate and truthful information  with respect to Daimler’s financial condition and results of operations, and to  correct promptly any public statements issued by Daimler which had become  materially false or misleading.   90.  By reason of the above conduct, the Individual Defendants are liable  pursuant to Section 20(a) of the Exchange Act for the violations committed by  Daimler.  BACKGROUND   FOR VIOLATIONS OF SECTION 10(B) AND RULE 10B-5  PROMULGATED THEREUNDER   (AGAINST ALL DEFENDANTS)   VIOLATIONS OF SECTION 20(A) OF THE EXCHANGE ACT  (AGAINST THE INDIVIDUAL DEFENDANTS)  