Expertise and Experience

Expertise and experience matters.  We are a small, focused firm, with a practice derived from our deep experience with the legal obligations of public companies, financial advisors, and securities market participants.  We appear before the SEC, the DOJ, the PCAOB, state attorney generals, and other financial regulators.  We try cases when we must, and litigate thoughtfully and cost-effectively.  We support client decisions to go to war or sue for peace, and ensure that we have a professional and credible relationship with opposing counsel and courts which will permit whatever resolution is in the client’s best interest.  We know the lawyers we consider best of class in disciplines outside of our expertise, and in locations where we do not practice routinely.  Some of the matters in which we have been lead counsel include the following:

Public Company Financial Reporting, Disclosure, Corporate Governance

  • Represented the former Chief Financial Officer of Indymac Bancorp in connection with investigations by the SEC, DOJ, FDIC and bankruptcy trustee as well as private civil litigation related to the third largest bank failure in history.  Obtained dismissal by summary judgment on all of the SEC’s claims in SEC v. Perry and Keys (C.D. Cal.).   Successful resolution of related civil claims in numerous actions without any personal payment.
  • Represented CEO in SEC investigation of public company disclosures, resulting in non-scienter settlement.
  • Represented Time Warner Inc. and its senior officers in connection with investigations and settlements originating with accounting and financial reporting from the AOL business unit.
  • Represented Adelphia Communication in the SEC investigation and settlement related to its financial reporting and disclosure of related party transactions.
  • Represented Cablevision Systems Corporation in connection with various SEC and DOJ investigations, and eventual SEC settlement concerning financial reporting and internal accounting controls.
  • Represented Hain Celestial Corp. in connection with SEC investigation and settlement concerning options backdating, and later record-keeping issues.
  • Represented a leading automotive industry consultant in the SEC investigation and settlement related to Delphi’s financial reporting and disclosure.
  • Represented numerous senior corporate officers, board members, and lawyers in connection with options backdating investigations conducted by the SEC, DOJ and board committees.
  • Represented numerous senior corporate officers, board members, and lawyers in connection with SEC investigations of financial reporting, disclosure, related party transactions, and proxy rules.
  • Represented public company directors in connection with corporate perquisite investigations and CEO conduct.
  • Represented various independent boards in internal inquiries involving conduct by senior officers.
  • Conducted internal review and report regarding executive compensation to a Board Committee of one of the nation’s largest banks.
  • Represented numerous audit committees in connection with accounting and controls issues raised by whistleblowers, and raised by independent auditors pursuant to Exchange Act Rule 10A
  • Appointed by the District Court to serve as corporate monitor for public company in connection with SEC and DOJ actions against the company’s founder and CEO.

Broker-Dealers and Asset Managers, trading and market abuse

  • Represented E*Trade Securities LLC in connection with SEC investigation and settlement concerning alleged trading ahead by specialists on Chicago Stock Exchange.
  • Represented Cohen & Co. Securities LLC in connection with FINRA investigation and settlement concerning alleged improper markup of fixed-income securities.
  • Represented Van Wagoner Capital Management and its officers in connection with SEC investigation and settlement related to portfolio valuations.
  • Represented CFO of publicly held asset manager in SEC investigation and settlement related to fair valuation of CLO portfolio.
  • Represented a large CDO collateral manager and investment bank and its officers in investigations related to the financial crisis by the SEC, FINRA, SIGTARP, DOJ, the New York Attorney General, the FCIC, and the Senate Permanent Subcommittee on Investigations.
  • Represented broker-dealers and asset managers in extensive examinations and investigations by the SEC and FINRA related to mark-up, advertising, stock lending, sales practice, and fiduciary duty matters.
  • Represented research analysts in connection with FINRA investigations and settlements.
  • Represented traders and compliance professionals involved in international trading inquiries conducted by the SEC and the Financial Control Authority (UK).
  • Represented an overseas investment adviser and its principals in an SEC insider trading investigation involving foreign securities authority and foreign courts.
  • Represented in-house counsel, investment bankers, and underwriters of major financial institutions in investigations related to the issuance of CDOs and RMBS securities in connection with multi-agency financial crisis investigations.
  • Represented numerous traders and other market participants in connection with SEC and DOJ investigations, including settlements and plea bargains related to manipulative trading.
  • Represented numerous clients involved in insider trading and market abuse investigations by the SEC and FINRA.

Accountants and Lawyers

  • Successfully obtained a dismissal following trial in an SEC administrative enforcement action against a former Big Four audit partner accused of improper professional conduct during an audit of a private equity client.  In re Oprins and McNeeley.
  • Represented former Big Four audit partner in criminal trial and pending appeal, SEC proceeding, and related matters.
  • Represented Big Four accounting firm and its partners in connection with PCAOB formal investigation.
  • Represented major foreign accounting firm in SEC administrative settlement.
  • Represented numerous individual auditors in connection with SEC and PCAOB formal investigations involving alleged improper professional conduct.
  • Represented major law firms, partners and employees in multiple investigations by the SEC, DOJ and state bar authorities in matters involving financial reporting and disclosure.

 FCPA, Anti-Corruption, International

  • Served as the independent compliance consultant for ABB Ltd. in connection with its major FCPA settlement in 2004 with the SEC and DOJ.
  • Served as independent compliance consultant for multi-national gaming firm in connection with FCPA settlements with SEC and DOJ.
  • Served as US counsel to the Corporate Monitor for multi-national telecommunications company in connection with FCPA settlements with SEC and DOJ.
  • Served as independent compliance consultant to multi-national Swiss bank in connection with SEC settlement.
  • Served as independent examiner for private Swiss bank in connection with DOJ tax resolution.
  • Represented Rockwell Automation Inc. in connection with SEC investigation and settlement relating to alleged FCPA violations in China.
  • Represented Faro Technologies in connection with SEC and DOJ investigations and settlement concerning alleged FCPA violations in China.
  • Represented numerous senior officers of US public companies and foreign issuers in connection with complex SEC and DOJ FCPA investigations.
  • Conducted internal investigations and audit committee investigations in numerous countries.
  • Represented clients, with local counsel, in connection with investigations by foreign regulators and law enforcement agencies.
  • Designed anti-corruption compliance policies and training programs for numerous public and private companies, and provided ongoing counseling.

Litigation and Special Situations

  • Served as lead counsel for individuals in civil litigation related to federal securities and ERISA claims, state law claims, and breach of duty claims arising in various matters, including Capital One Financial, Medley Financial, Agfeed, IndyMac Bancorp, The Mills Corp., The Apple REIT Companies, Zale Corp., Biomet Corp., and Delphi Corp.
  • Because of our experience and conflict profile, we are frequently called on to litigate and negotiate on behalf of individuals, businesses, and non-profit institutions in connection with business disputes, employment issues, and other sensitive issues.
  • Conducted numerous confidential and time-sensitive investigations of allegations of personal misconduct directed at senior corporate officers.
  • Represented the chief information security officer of a major bank in connection with data breach litigation.
  • Represented investor in suit against serial conman later sued by the SEC and prosecuted by the DOJ.

Pro Bono and Public Service

  • Represented numerous incarcerated clients seeking compassionate release from federal facilities that were unable to provide safe conditions or adequate medical care for inmates whose lives were endangered because of outstanding medical conditions.  For two clients, we obtained modification of federal sentences that allowed them to be reunited safely with family members.
  • Represented a dozen federal prisoners in asserting constitutional claims related to sentencing and parole.
  • Represented numerous clients who needed assistance with a wide range of immigration issues.
  • Represented clients with pressing housing issues during the pandemic.
  • Represent clients in challenges to restrictive state voting laws.
  • We are actively engaged in the communities we live in, as non-profit board members, volunteers, and mentors.

 

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