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Securities Litigation

Our securities litigation practice group has a long history of effectively resolving securities and corporate governance disputes, including high stakes shareholder class actions and derivative claims, challenges to corporate mergers and other significant transactions, internal and regulatory investigations, and a variety of other matters.

Securities class actions
Our securities litigators have successfully defended companies, directors, officers, and audit firms against securities claims arising under federal and state laws, including, for example, claims alleging fraudulent misrepresentations or omissions in communications to investors, errors or omissions with respect to reported financial performance, and negligent misstatements in securities offering documents.

Derivative lawsuits
We have defended shareholder derivative claims arising in a variety of contexts, including, for example, allegations of insider trading, self-dealing transactions, waste of corporate assets, usurpation of corporate opportunity, deficiencies in internal controls, and inadequate oversight.

Corporate governance disputes
We represent clients in a wide variety of corporate governance matters, including contests for corporate control, shareholder oppression claims, disputes over major corporate transactions, shareholder records requests, disputes arising under shareholder agreements, compensation of directors and officers, statutory appraisal actions, and disputes involving funding agreements, capital calls, option programs, and guaranty obligations.

Merger litigation
Our team has litigated numerous challenges to merger transactions involving public and private companies, including actions for injunctive relief to block or postpone mergers, lawsuits for damages based on an allegedly inadequate price, demands for additional information in merger-related disclosures, claims alleging breach of duties by directors and officers in approving and recommending merger transactions, and lawsuits alleging corporate waste or usurpation of corporate opportunity.

Internal and regulatory investigations
We assist clients with internal investigations arising from reports of potential internal controls violations, financial fraud, insider trading, and misleading representations to investors. We also counsel clients and represent them with respect to investigations and enforcement actions by the SEC, FINRA, DOJ, and the NASD.

Our overview of the DOJ/SEC FCPA guide