Litigation and Enforcement SECURITIES

For decades, sophisticated market participants, corporate clients and individuals have placed their trust in WilmerHale’s experienced lawyers to navigate the complex universe of securities laws and rules of corporate governance actively enforced and litigated by government agencies, regulatory bodies and private litigants.

  • Enforcement
  • Financial Services Litigation
  • Class Actions and Corporate Litigation
  • Industry Experience

Enforcement

The Legal 500 United States 2011 recognized WilmerHale for a “superb reputation for securities litigation” and for being “particularly well regarded for the regulatory and enforcement side” of our Securities practice. Chambers Global: The World's Leading Lawyers for Business recognized the firm as a leader in Corporate Crime & Investigations in the United States in their 2015 edition. We have also been “described as one of the leading enforcement practices in the USA” (Chambers USA 2010)," and selected as “Law Firm of the Year” in securities litigation (2011-2012) and in 2015 ranked in the first tier nationally and in Boston and New York by U.S. News/Best Lawyers Best Law Firms rankings. WilmerHale represents a broad array of clients, including issuers, private companies, accounting firms, financial services companies, hedge funds, broker-dealers, and other market participants, together with their managers, officers and directors. WilmerHale has counseled and advocated for these clients in the full range of proceedings initiated by the Securities and Exchange Commission (SEC), the Department of Justice, the Financial Industry Regulatory Authority (FINRA), the Financial Conduct Authority of the UK, Congress, state securities regulators and attorneys general, state insurance regulators and other governmental agencies. These proceedings can vary from informal inquiries and formal investigations to administrative and judicial enforcement proceedings. With perhaps the most robust enforcement practice in the nation, WilmerHale is also known as "always available, thoughtful, balanced and does a fantastic job at creating the client's strategy, by integrating good output and insights” (Legal 500 United States 2010) on behalf of clients and their boards, audit committees and special committees, as well as for advising those boards and committees when investigations reveal issues requiring the guidance of experienced counsel.

WilmerHale’s enforcement practice has earned its reputation in numerous leading edge, and often enterprise-critical, enforcement proceedings. In these matters, our clients have drawn on the valuable insight of our highly experienced attorneys, many of whom have held senior positions at the SEC—such as a Director and a Chief Litigation Counsel of the Division of Enforcement, a Director of the Division of Corporation Finance, a General Counsel, a Deputy General Counsel and a Regional Director of the Pacific Regional Office of the SEC—or senior positions in law enforcement, including as Deputy Attorney General, Solicitor General, General Counsel of the Federal Bureau of Investigation and within state attorney generals’ offices. 

In recent matters, we have

  • Favorably resolved enforcement actions alleging accounting fraud, market manipulation, insider trading and violations of Regulation FD
  • Conducted some of the most complicated internal investigations, including those on behalf of directors of Enron, Qwest and WorldCom, and an investigation of a European-based multinational company spanning 11 countries on three continents
  • Defended groundbreaking regulatory actions involving auction rate securities, initial public offering (IPO) allocation practices, research analyst independence, mutual fund market timing, revenue sharing and broker-dealer markups
  • Represented controlling stockholders of an investment advisor to a money market fund that "broke the buck"
  • Represented an international bank’s senior executives in governmental investigations of possible OFAC control violations
  • Represented an investment adviser and broker-dealer in connection with state and federal regulatory investigations relating to the collapse of certain structured credit hedge funds
  • Represented a major accounting firm in a range of regulatory and law enforcement matters involving audit clients

Financial Services Litigation

We frequently litigate class actions and other disputes involving mutual fund trading and marketing practices; conduct of investment bankers, investment advisers, prime brokers and research analysts; and sales practices of insurers, broker-dealers, and other financial services providers and market participants. Recently, we have

  • Represented major mutual fund advisers in the consolidated multidistrict litigation of more than 100 market timing class actions, in which we served on the Defendants’ Steering Committee
  • Successfully defended numerous financial services companies for more than a decade in actions challenging the marketing and performance of traditional and variable life annuity products
  • Served in a leadership role in the defense of 300-plus coordinated securities class actions challenging IPO allocation practices, and separately obtained dismissal of similar class actions under the antitrust laws
  • Represented two major financial institutions in connection with state and federal litigation alleging misconduct by prime brokers in connection with short selling practices
  • Obtained reversal by the US Court of Appeals for the Second Circuit of a $164.5 million verdict against an investment bank for losses sustained in a nondiscretionary trading account
  • Represented senior bank lenders to Refco in winning dismissal of class action claims by bond holders as well as related representation of the underwriting syndicate in securities class action litigation arising from the collapse of Refco

Class Actions and Corporate Litigation

Our securities litigators are among the most respected in the country. Over the past decade, we have defended clients in hundreds of class, derivative and individual actions alleging securities fraud, breach of fiduciary duty and other corporate misconduct, often concurrently with parallel enforcement matters to achieve global resolutions. In the 2011-2012 Best Law Firms rankings, published annually by U.S. News Media Group and Best Lawyers, WilmerHale was selected as "Law Firm of the Year” in securities litigation and ranked in the first tier nationally, as well as in Boston and New York.

We are recognized nationally for our defense of major class actions under the Securities Act, Securities Exchange Act, Investment Company Act and Private Securities Litigation Reform Act. We have won cases for clients in a wide array of industries, including technology, telecommunications, financial services, life sciences, pharmaceuticals, utilities, investment management and life insurance. We regularly defend against challenges to our clients’ business judgment in derivative actions, corporate control contests, proxy fights and other corporate governance disputes. Our deep litigation experience includes takeover, going private, M&A, LBO, minority shareholder and corporate reorganization disputes, as well as matters involving partnerships, LLCs and REITs.

With a successful track record in virtually every state, every federal circuit and the US Supreme Court, our litigators have

  • Litigated to dismissal numerous class actions alleging accounting fraud, channel stuffing, insider trading and other claims involving prospectus and market disclosure, and settled many others on terms favorable to our clients
  • Successfully rebutted in evidentiary hearings in the trial court and in the US Court of Appeals for the First Circuit the presumption of an efficient market for the common stock of major medical device seller
  • Defeated class certification in several matters based on the inadequacy of the proposed class representatives or class counsel
  • Successfully defended an investment company in fiduciary duty action involving minority shareholder rights in close corporation through trial, appeal to US First Circuit Court of Appeals and certiorari to the US Supreme Court
  • Represented a large national REIT before the Delaware Chancery Court in challenge to going-private transaction alleging breach of Revlon and entire fairness duties
  • Obtained a decision of first impression that Massachusetts' statutory business judgment standard, rather than Delaware's Unocal standard, governs the response of a Massachusetts company's board of directors to a perceived threat to the company's independence
  • Successfully defended a major pharmaceutical company against effort to enjoin $8 billion merger transaction, persuading the court to reject challenges to alleged inadequacy and unfairness of disclosures and consideration
  • Successfully represented a company through the appeal in the Delaware Supreme Court in refusing to advance legal fees for an action brought by a former officer against the company
  • Obtained dismissal of a constitutional challenge to a life insurer reorganization that was affirmed by the US Court of Appeals for the Second Circuit

Industry Experience

  • Consumer Products
  • Energy/Clean Technology
  • Financial Services
  • High Technology
  • Information Systems
  • Insurance
  • Life Sciences
  • Manufacturing
  • Media and Entertainment
  • Pharmaceutical and Health Care
  • Professional Services
  • Real Estate
  • Retail
  • Securities
  • Subprime Market
  • Telecommunications
  • Underwriting
  • Venture Capital

For more on our litigation services, please see our Litigation Department pages.

For decades, sophisticated market participants, corporate clients and individuals have placed their trust in WilmerHale’s experienced lawyers to navigate the complex universe of securities laws and rules of corporate governance actively enforced and litigated by government agencies, regulatory bodies and private litigants.

  • Enforcement
  • Financial Services Litigation
  • Class Actions and Corporate Litigation
  • Industry Experience

Enforcement

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Weiss, Harry J.

Harry J. Weiss

Chair, Securities Litigation and Enforcement Practice Group

+1 202 663 6993 (t)

harry.weiss@wilmerhale.com

Publications & News

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February 7, 2017

Global Anti-Bribery Year-in-Review: 2016 Developments and Predictions for 2017

The past year was consequential for FCPA enforcement in numerous respects, including blockbuster penalties, new policy initiatives, and the SEC's first DPA with an individual for FCPA violations.

February 7, 2017

BTI Consulting Recognizes Three WilmerHale Partners as Client Service All-Stars

Partners Paul Architzel, Paul Eckert and Kimberly Wethly were named to BTI's Client Service All-Stars 2017 list.

February 6, 2017

SEC Dismisses Claims Against WilmerHale Clients

On February 3, the US Securities and Exchange Commission dismissed with prejudice the remaining claims against two former mortgage-lending officials in a financial crisis-related lawsuit on the eve of a retrial.

February 1, 2017

Bloomberg BNA Interviews Meredith Cross on the SEC's Future

The in-depth interview covered a range of topics, including the SEC's likely regulatory outlook over the next four years, the future of Dodd-Frank Act policies implemented by the agency, and the Division of Corporation Finance's priorities this year.

January 23, 2017

2016 CFTC Year-in-Review and a Look Forward

In 2016, the CFTC continued to pursue high-profile enforcement cases and to test its new enforcement authority under the Dodd-Frank Act. This WilmerHale Client Alert was republished by the Harvard Law School Forum on Corporate Governance and Financial Regulation.

January 5, 2017

Recent Legal Developments Require Immediate Changes to Employee Agreements

Significant legal developments likely necessitate changes to your company's form of confidentiality agreement and severance agreement. We have summarized the key developments of which you should be aware, as well as the types of changes that you should consider implementing in your form agreements to ensure compliance with such developments.

January 4, 2017

Trump, Congress Should Break Up SEC's In-House Courts

In an op-ed piece in The Hill, Partner Matthew T. Martens calls on the incoming Trump Administration and Congress to rein in the use of in-house courts by the Securities and Exchange Commission.

January 3, 2017

SEC Settles Two More Whistleblower Protection Cases

Continuing its efforts to bring enforcement actions for violations of whistleblower protections, the Securities and Exchange Commission recently settled two more cases. Both cases involved severance agreements that contained provisions that, the SEC asserted, expressly prohibited former employees from communicating with the government about possible violations of law. This WilmerHale Client Alert was republished by Law360.

December 21, 2016

Anti-Money Laundering Enforcement: The Rise of Individual Liability for Compliance Professionals

Partner Sharon Cohen Levin, Counsel Elizabeth J. Hogan and Senior Associate Tamar Kaplan-Marans, in an article published by The Review of Securities & Commodities Regulation, highlight the increased individual liability risks faced by anti-money laundering compliance officers.

December 20, 2016

Whistleblowers to Remain Prominent Fixtures in Securities Regulation

In this article published by The Hill, Bill McLucas discusses the emergence of whistleblowers and advises public companies to not ignore employees who speak up about corporate misdeeds.