Securities - Litigation
Attorneys in Taft’s Securities Litigation practice defend public corporations and their officers and directors in securities class action litigation, shareholder derivative actions and ERISA actions in state and federal courts throughout the Midwest. We have represented individuals and corporations in investigations by the Securities & Exchange Commission, the Commodity Futures Trading Commission and various exchanges. In addition, we have represented audit committees and other special board committees in investigations and litigation.
Examples of our work on shareholder securities class actions, shareholder derivative actions and other related litigation include:
- Representation of Dayton Power & Light’s Audit Committee in a highly publicized investigation of allegations of wrongdoing by the corporation.
- Representation of the officers of The Goodyear Tire & Rubber Company in shareholder, derivative and ERISA litigation.
- Numerous lawsuits involving various entities and individuals affiliated with American Financial Corporation.
- Representation of Cincinnati Gas & Electric Company (now Duke Energy) and Georgia Power Company against security claims arising out of cost overruns for the construction of power plants.
- Representation of Gibson Greeting Card Company in various class and derivative cases.
- Representation of Star Bank (now U.S. Bank) in connection with class and derivative suits filed as a result of Star’s successful defense against a takeover by Fifth Third Bank.
Taft’s familiarity with these types of cases and the attorneys who bring them is worth noting. There are a limited number of plaintiffs’ strike firms who file the bulk of these actions, most of which are either won on motions to dismiss or settled. Of settled cases in the last several years, 75 percent were filed by just five individual law firms. We have interacted with all of those firms — in some instances, numerous times.
Further, we know and have relationships with a number of the economic consultants who provide damage and class-size analyses in connection with these types of litigation. We have worked extensively with the directors & officers insurance carriers who provide companies the coverage for these claims. Because of our experience and sensitivity to the business interests involved, we are able to help clients evaluate whether the case warrants early settlement or pursuit of adjudication on the merits.
In addition to defending corporations and their officers and directors in standard securities cases, our attorneys have handled a number of unique matters, including:
- Representation of Gibson Greetings, Inc. in its lawsuit against Bankers Trust Company in the first major case to question the marketing practices for financial derivative instruments.
- Representation of Celina Financial Corporation and its officers in securing the largest award of sanctions in Ohio against a plaintiff and its law firm for asserting claims purportedly arising out of a going private tender offer.
- Representation of a national accounting firm successfully challenging the constitutionality of a congressional attempt to require the courts to reinstitute certain 10(b)(5) claims.
Taft also regularly represents clients, both corporations and individuals, in SEC enforcement matters. These can range from routine information-gathering efforts by corporate finance or enforcement sections of the SEC to full-blown enforcement actions against individuals.
In all of these areas, our attorneys have had noted success. We have obtained dismissals of federal and state lawsuits, including recovering attorneys’ fees from one set of strike plaintiffs. We have successfully challenged, more than once, the adequacy of the class representative, thereby precluding the certification of a class of securities purchasers and bringing an early end to a case. In the enforcement context, we presented arguments to the SEC as to why our clients should not face an enforcement action after receiving a Wells notice. The SEC ultimately decided to close the investigation without recommending the institution of any enforcement action.