Securities Litigation and Enforcement Defense
Market-Leading Securities Experience. Our securities litigators are seasoned problem solvers and trusted advisors to clients in all manners of securities cases from pre-litigation strategies through motion practice, trials, and appeals. Our securities litigators routinely defend public companies and their officers and directors in securities litigation, shareholder derivative actions, and SEC enforcement actions and investigations. Leveraging our market-leading experience, our securities litigators often obtain early dismissal on behalf of our clients.
Our securities litigators regularly represent brokerage firms, members of the financial services and the securities industry, and individuals with securities-related issues in litigation and arbitration. This may include customer disputes, employment disputes, motions to compel arbitration, enforcement of covenants not to compete, forgivable loan agreements, and the competitive raiding of employees.
Our securities litigators also represent broker-dealers, registered investment advisors and registered representatives, and investment advisors in a broad range of regulatory audits, examinations, investigations, compliance issues, enforcement actions and disciplinary inquiries before the Securities and Exchange Commission, FINRA, State Regulators and the PCAOB. We defend firms and their employees in both formal and informal investigations and proceedings. We also provide counsel regarding how to comply with restrictive covenants, how to transition to a new firm, including the review and drafting of the necessary entity and individual agreements.
Our Core Values. Clients bring their high-stakes securities litigations to Taft because they know that our business mindset, depth of experience, collaborative mentality, and practicality will yield winning results. At the heart of everything we do is a set of values that has served us well for more than a century: our passion for the law, and our commitment to impeccable client service. These concepts continue to influence every aspect of our professional lives and are, we believe, among the reasons for our firm’s success and longevity. Most significantly, it is why business clients of all sizes and industries choose Taft for their securities litigation needs.
A Unique, Cross-Disciplinary Approach. Beyond our experience in securities litigation, our securities litigators routinely partner with our transactional attorneys to ensure an integrated approach to advising public and private company boards, executive leadership, and in-house legal counsel on strategic business, corporate governance, and securities matters. We believe that this knowledge and experience, coupled with our holistic, cross-disciplinary approach to our representation of clients, drive unique efficiencies and synergies in our defense of securities litigations. As securities litigators, we continually meld the wisdom of experience with the energy of innovation to defend cases. And we do it efficiently, both with a distinctively tailored team and with our client’s business goals top-of-mind. Where appropriate, we resolve disputes promptly and successfully for our clients at the negotiating table and through the creative use of alternative dispute resolution procedures. We leave nothing to chance. In every case we litigate, we acquire a complete and thorough understanding of the issues and how they relate to the specific business needs and long-term objectives of our client. We quickly develop and execute on a plan to achieve our client’s goals and position cases for maximum trial advantage. In the end, we outperform and outwork our adversary to achieve winning results.
National Reach with Local Market Focus. Our securities litigators have successfully tried and defended cases and counseled clients in regulatory and employment transition matters across the country. We have also dedicated our practice to serving each of our local markets. Over our more than 135-year history, Taft has become part of the foundation and fabric of our local bench and bar. Our lawyers have held clerkships at every level of our country’s judicial system, from the U.S. District Courts to the U.S. Supreme Court, and have served as attorneys for the Securities and Exchange Commission and as Assistant United States Attorneys for the Department of Justice. Our litigators also write, lecture, and teach practice skills, both on law school campuses and through bar organizations. Our attorneys maintain an active presence at industry meetings, presenting at seminars and providing in house training on compliance issues. Our attorneys also serve as arbitrators and mediators in securities disputes. Our securities litigators bring skill and experience beyond their many years of successfully trying and defending cases. As a testament to their success, our litigators have been recognized as industry leaders by, among other organizations and publications: the American College of Trial Lawyers; the American Board of Trial Advocates; Litigation Counsel of America; Chambers USA: America’s Leading Lawyers for Business; The Best Lawyers in America; Super Lawyers; Benchmark Litigation; and the Wall Street Journal.
Taft regularly represents clients who find themselves in situations involving alleged misstatements or disclosure omissions, violations or fraud in the offer and sale of securities, the registration of securities, merger and acquisition litigation, regulatory investigations, customer disputes, breach of contract, suitability and fairness, unauthorized trading, shareholder and partnership disputes, and more. As a result of the long list of clients we represent and the knowledge our securities attorneys bring to each case, they are able to hit the ground running with each new case and swiftly work towards a successful outcome. A small sampling of our recent and representative work includes:
On behalf of a multi-billion dollar, NASDAQ Global Select-listed company:
- Obtained the dismissal of several individual officer defendants and several alleged misrepresentations in a $1.2 billion dollar securities fraud class action lawsuit and secured a favorable settlement of all remaining claims.
- Successfully achieved, on a motion to dismiss, the dismissal of all shareholder-derivative claims asserted against current and former officers and directors.
- Successfully obtained dismissal of shareholder claims brought under Section 10(b) and Section 20(a) of the Exchange Act based on alleged material omissions.
- Successfully obtained dismissal of class action securities and ERISA stock-drop action brought against corporate officers and directors.
- Successfully obtained dismissal of shareholder claims brought under Section 16(b) of the Exchange Act based on alleged “short-swing profits.”
On behalf of an American coffee company:
- Complete trial victory in defense of $11 million securities fraud and unfair share valuation proceeding through a five-day trial.
- Served as lead trial counsel in securities litigation in Minnesota state court.
On behalf of a global medical device maker:
- Successfully obtained dismissal of shareholder suit based on alleged nondisclosure of illegal activity on behalf of client and its board of directors in the U.S. District Court for the District of Minnesota. In addition, successfully defended appeal of District Court’s decision to the Eighth Circuit, which affirmed the decision.
- Successfully obtained dismissal of securities class action as co-defense counsel to client.
- Successfully obtained dismissal of derivative action brought against corporate officers and directors.
- Successfully obtained dismissal of ERISA class action; motion to dismiss granted.
- Defense counsel of stock drop securities class action; motion to dismiss granted.
- Defense counsel of shareholder derivative action; motion to dismiss granted.
- Defense counsel of ERISA stock drop class action; motion to dismiss granted on standing grounds.
On behalf of a global beverage distribution company:
- Lead counsel for company in merger challenge litigation involving a $6 billion merger; successfully defended 12 actions in Delaware, New York, and Minnesota.
- Lead defense counsel on $33 million breach of trust agreement claims; argued motion to dismiss, which was granted.
On behalf of a leading national securities firm:
- Obtained and collected a $20 million arbitration award against a competitor for raiding employees.
- Successfully obtained a settlement with a competitor for improperly luring employees away who were subject to restrictive covenants.
On behalf of a broker-dealer/investment advisor:
- Counseled scores of individuals on how to leave their current position and affiliate with the new firm without violating their restrictive covenants.
- Negotiated resolutions and avoided litigation against claims of improper use an employee’s prior firm’s confidential information.
On behalf of several securities-registered representatives:
- Successfully negotiated settlements of regulatory inquiries regarding whether they improperly electronically signed documents for clients.
- Successfully persuaded the regulators against pursuing a claim that the client was offering unregistered securities.
- Successfully appealed to regulatory supervisors to reverse a decision to pursue an action for improperly promoting an investment without proper due diligence.
On behalf of a former employee of a national securities firm:
- Obtained a million-dollar settlement against his former firm for inaccurately reporting the circumstances of his departure.
On behalf of a CPA firm specializing in the audit of public clients:
- Successfully resolved claims by the Securities and Exchange Commission and PCAOB for failing to perform proper audits.
On behalf of a private equity firm:
- Successfully brought to a full hearing in front of the Michigan Securities Regulators a claim that the client had sold securities in violation of state law.