Representative Matters

Business Law and Counseling
Commercial Litigation
Pension Litigation, Investigation, and Compliance
Securities Litigation and Compliance

Business Law and Counseling

Business Formation and Counseling: Representation of clients in the formation, licensure, maintenance, and operation of start-ups, joint ventures, special purpose entities, and partnerships.

Acquisitions and Sales: Negotiation and documentation of the sale and acquisition of businesses, business assets, and commercial real estate.

Internal Investigations: Investigation of suspected wrongdoing in connection with violations of federal compliance standards and internal malfeasance.

Raising Capital: Representation of clients in the procurement of capital through private placements.

Dispute Resolution: Negotiation and pre-litigation resolution of claims alleging fraud, breach of warranty, breach of contract, anti-competitive practices, and other causes of action.

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Commercial Litigation

Investment Company - breach of contract and breach of fiduciary duty claim: Investigation and prosecution of investment company’s claim against majority owner and officer of portfolio company for conversion of corporate assets.

Business Development Company - lender liability claim: Prosecution of client’s claim against co-lender for failure to fund loan commitments to telecom company. Investigation of offshore defendant’s beneficial owners and assets for purposes of undoing fraudulent transfers.

Defense Contractor - breach of contract and fraud arising out of acquisition: Defense of client and prosecution of counterclaims arising out of acquisition of software company. Investigation and dismantling of counterparty’s offshore asset protection scheme.

National Energy Producer - breach of contract: Defense of electric power generator in connection with claims arising from global divestiture of all power generation assets.

Regional Bank - fraud in connection with real estate development loans: Defense of commercial bank in state court against claims of fraud in connection with loans made to limited partnerships.

State Bank - fraud in connection with letter of credit: Defense of a Maryland commercial bank in federal court against claims for wrongful dishonor of a letter of credit.

National Bank - breach of fiduciary duty: Defense of national bank in state court against claims alleging fraud and breach of fiduciary duty in connection with real estate loans.

Regional Bank - equitable claim to reinstate forfeited collateral: Prosecution of regional bank’s claim to reinstate leasehold interest held by its borrower and pledged as collateral to the bank.

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Pension Litigation, Investigation, and Compliance

Internal and governmental investigations: Representation of retirement plans in connection with investigations of malfeasance, negligence, breach of fiduciary duty, and non-compliance.

Claims against service providers for unsuitable investments: Prosecution of claims against investment manager for improper allocation of plan assets to annuity contracts.

Claims against service providers for breach of fiduciary duty: Prosecution of claims against pension consultants and other service providers for fraud, breach of contract, and breach of fiduciary duty in connection with manager selection, investment allocation, and plan monitoring.

Claim against former trustees: Prosecution of claims against former trustees for breach of fiduciary duty and prohibited transactions arising from mismanagement, selection of service providers, and failure to monitor plan investments.

Multi-employer Plans - withdrawal liability claims: Prosecution of claims for withdrawal liability.

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Securities Litigation and Compliance

Brokerage Firms - customer arbitrations: Defense of institutional clients in numerous customer arbitrations. Provision of advice to investment and brokerage institutions concerning compliance with securities regulations and ERISA, including determining regulatory requirements for supervising CPA networking programs, supervising bank sales of investment securities, paying referral fees to non-registered personnel, and registration of small branch offices.

Individual Investors - SRO arbitrations against investment firms: Prosecution of claims against brokerage and money management firms arising from negligence, misappropriation, fraud, unsuitability, and churning.

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