Our Securities, Corporate Governance + D&O Defense Litigation Practice Group represents public and private companies, and their officers and directors, in federal and state courts throughout the U.S. We have the experience and skill necessary to successfully defend clients against securities-fraud class actions, shareholder derivative actions, and shareholder challenges to M&A deals. We also regularly represent clients in disputes arising from transactions, including post-closing adjustments and business torts. Drawing upon our cumulative knowledge, our securities litigators frequently counsel clients on a variety of related complex corporate and securities issues and work closely with our transactional attorneys to minimize the risk of litigation. If you are looking for D&O Insurance Coverage experience please click here.
We have obtained dismissals, defeated class certification, prevailed in summary judgment and other dispositive motions, won defense verdicts at trial, and obtained settlements favorable to our clients. Our experience includes successfully opposing many of the best-known plaintiffs' securities class action firms in the U.S. Our team includes veterans of the SEC Division of Enforcement and other former prosecutors, as well as trial attorneys with decades of experience in private practice.
Our securities litigators obtain excellent results for our clients, often disposing of claims on pretrial motions or by obtaining favorable settlements. Our attorneys are well-prepared to present even the most complex issues to judges and juries. In each representation, we focus on our client's overall strategic and business objectives while managing the litigation toward the most effective and efficient outcome. We take a business-oriented approach, which makes us uniquely equipped to adjust our representation quickly to accommodate each client's changing needs. In recognition of its active and diverse securities litigation practice, Troutman Pepper has been selected to act as panel counsel by major insurance companies that issue directors and officers liability insurance, and often works with non-panel companies as well.
We represent clients in a wide range of industries, including banking and financial services, energy, retail, real estate, technology, pharmaceutical, telecommunications, construction, and health care. Through our experience representing clients in these and other industries, we remain current on changes in legal and market conditions so that we can provide the most relevant and timely counsel available.
Our core areas include the following:
We litigate claims brought under Sections 10(b), 14(a), and 16 of the Securities Exchange Act of 1934 and Sections 11 and 12 of the Securities Act of 1933. We also counsel our clients on a variety of related corporate governance issues, including responding to shareholder derivative demands and shareholder inspection demands.
We work closely with management and transactional counsel to ensure that our clients are in the best position possible to obtain favorable results when litigation is filed. In addition to merger challenges, we represent public and private companies in a wide variety of transaction-based litigation, including post-closing purchase price adjustments and other post-closing disputes, deal break-up cases, and litigation involving claims for breach of contract and business torts.
We prosecute and defend litigation relating to corporate governance matters, valuation issues, proxy fights, contests for board control, and other shareholder disputes. We also counsel boards of directors and audit, compensation and governance committees in a variety of matters such as conflict-of-interest transactions, internal investigations, and shareholder claims against officers, directors or controlling shareholders. We are experienced in litigating shareholder claims arising under Delaware law, including significant experience in the Delaware Court of Chancery, the premier venue for corporate litigation in the U.S. Our experience includes defending class actions, handling shareholder derivative actions, litigating claims against officers, directors and controlling shareholders for breaches of fiduciary duty and other claims arising out of mergers and acquisitions and going-private transactions, and advising special committees, as well as conducting internal investigations into allegations of potential unlawful conduct.
Articles + Publications
06.18.24
US Supreme Court to Hear Nvidia Crypto Mining Case on Securities Pleading Standard
Articles + Publications
05.28.24
'No Better Than a Racket'—Seventh Circuit Critical of Mootness Fees for Merger Disclosures
Articles + Publications
04.16.24
US Supreme Court Limits Scope of Omission Liability for Section 10(b) Securities Fraud Claims
Articles + Publications
04.15.24
Oracle Ruling Underscores Trend of Mootness Fee Denials
Firm News
04.10.24
Troutman Pepper Partner Mary Weeks Re-Elected to Atlanta Bar Association Litigation Section Board of Directors
Articles + Publications
04.09.24
Securities Investigations and Enforcement Newsletter — April 2024