Litigation, agency enforcement proceedings and internal corporate investigations involving complex corporate and securities law issues can strongly impact the day-to-day conduct of a client's business.

We provide clients a wide range of services, defending securities class actions against issuers, underwriters and professionals; claims for alleged proxy violations; alleged market manipulation claims; tender offer litigation; and brokerage firm litigation brought by institutional and individual plaintiffs.

In addition, we represent defendants and occasionally plaintiffs in shareholder derivative actions, special committees of boards of directors in connection with internal investigations of alleged wrongdoing, and public companies, brokerage firms and individuals in investigations and enforcement actions by state and federal authorities by self-regulatory organizations. We also handle evaluation of insurance, indemnification and surety aspects of cases, including coverage evaluation, preparation of notices and proofs of claim, negotiation of policies and defense arrangements. We are also experienced in close corporation, LLC and limited partnership disputes.

For clients embroiled in corporate and securities law issues, we advise on the impact of litigation issues on the day-to-day conduct of their business, on disclosure issues, on the structuring of transactions, compliance governance and on protecting officers and directors through indemnification and insurance.

The group includes partners previously with the Securities and Exchange Commission in enforcement work and in Wall Street corporate M & A practice. Group members stay up-to-date on changes in the law and conduct and produce numerous seminars and papers on a wide variety of securities and corporate litigation topics. For a more extensive list of our recent seminars and papers, click on this link to our "Securities, Corporate & Fiduciary Litigation Publications."

Together, we have successfully:

• Defended an outside director in class and derivative action for alleged failure to obtain premium for all shareholders in sale of inside stock to a foreign corporation
• Defended a publicly traded restaurant chain against putative class action securities fraud claim
• Defended underwriters in connection with fraud allegations arising from debt and equity securities offerings
• Defended a software issuer and certain principals against charges of securities fraud
• Defended as co-counsel a major shareholder and its director representatives in a class action by other shareholders of company in Chapter 11 proceedings
• Represented a national rating service in fraud-on-the-market class action involving Confederation Life annuities and guaranteed contracts; negotiated walk-away dismissal of client
• Defended three directors in a bankruptcy proceeding asserting mismanagement and breach of fiduciary duty claims
• Defended a corporation and directors in suit brought by company affiliated with shareholder and former officer and director
• Represented special committee in defending shareholder injunction action alleging proxy fraud and breach of fiduciary duty for failure to consider competing bid for company
• Represented acquirer in defense of consolidated actions by shareholders challenging the $8 billion merger of two international media companies
• Defended national television network company in suit by seller seeking specific performance and damages in connection with $22 million acquisition
• Represented special committee of the board of major beverage producer and served as special litigation counsel in derivative action
• Served as counsel for special committee in opposition to tender offer and auction of company
• Tried dissenting shareholders stock valuation proceedings
• Represented a brokerage firm and an institutional investor in a reported derivative action against NYSE-listed companies concerning the failure to consummate a merger and complete the second stage of a stock acquisition following a successful tender offer
• Defended an ESOP trustee in nationally prominent hostile take-over litigation
• Represented listed company in connection with derivative action involving alleged misrepresentations; obtained dismissal of case
• Defended a computer equipment manufacturer and its principals for alleged fraud-on-the-market; the class representative withdrew after aggressive class discovery
• Represented privately held company in shareholder dispute; negotiated settlement along with sale of the company
• Defended issuer in class and derivative action concerning allegedly fraudulent proxy statement
• Defended underwriters in connection with alleged fraudulent secondary stock offering
• Defended underwriters against fraud-on-the-market class claims in connection with alleged fraudulent stock offerings
• Defended law firm class actions concerning three failed industrial revenue bond issues

For additional information on our Securities Class Action experience please click here.