Securities and Corporate Governance Litigation


Honigman’s Securities and Corporate Governance Litigation Practice Group attorneys are highly regarded as leaders in this field of law. We have substantial experience in securities class actions, shareholder actions, merger and acquisitions lawsuits, proxy contests, tender offers, going private transactions, director and officer duties and liabilities, indemnification of directors and officers, internal investigations, minority shareholder oppression suits, and securities broker-dealer litigation and compliance. Our attorneys are highly ranked by several client and peer reviewed publications, including Chambers USA, The Best Lawyers in America and Super Lawyers. We have extensive experience representing corporations, securities firms and individuals in SEC enforcement investigations and actions, along with criminal investigations and proceedings.

Class Actions, Derivative Actions, Change of Control, and Corporate Governance

Our securities litigation attorneys represent clients in complex and high-stakes securities-related matters in federal courts, state courts, and arbitration proceedings throughout the country. Our clients span a myriad of industries and are public and private companies, their directors and officers, and committees of their boards of directors. With a deep understanding of our clients’ businesses and knowledge of securities laws, our team can effectively and efficiently achieve the best results for them.

Key practice areas for our securities litigation attorneys include:

  • Securities class action litigation
  • Mergers and acquisition litigation
  • Shareholder derivative actions
  • Minority shareholder oppression suits
  • Professional liability actions
Regulatory Investigations and Cases

We have substantive experience representing clients in SEC investigations and enforcement actions throughout the country. Our litigators have extensive knowledge of the securities laws, and we are able to effectively advocate a client’s position before the SEC. Our attorneys also have sophisticated criminal defense experience that allows us to meaningfully protect a client’s interest before both the SEC and the criminal authorities.

Broker-Dealers, Clearing Firms and Investment Advisor Representation

We represent broker-dealers in class action and mass action matters in both state and federal courts that concern approved products and investments sold away from the brokerage firms. Our attorneys have successfully represented clearing firms and other investment firms in matters brought by SEC receivers, and we have represented brokerage and investment advisory firms in customer arbitrations.

Our attorneys have developed efficient and effective methods in successfully defending hundreds of arbitrations and court cases arising from the same activity or series of activities. Through our experience, our technology resources and our talented team, we provide top shelf legal services and efficient communications at extremely competitive costs for clients with sophisticated and complex cases.

Members of our Securities and Corporate Governance Litigation Practice Group actively participate in securities-related associations and bar associations. We have acted as arbitrators for the Financial Industry Regulatory Authority (FINRA); we have trained FINRA arbitrators; and we are members of the Securities and Financial Markets Industry Association (SIFMA) and the American Bar Association’s Securities Arbitration Subcommittee. Selected team members have distinguished credentials as legal scholars and teachers.

Representative Matters

  • Represented company in successful defense of hostile takeover; Simon Property Group, Inc. v. Taubman Centers, Inc. (E.D. Mich.)
  • Represented company and its directors and officers in defense of cross-border class action arising under the Michigan Uniform Securities Act and under Canadian securities laws; LIMBC Acceptance Corp. v. FMF Capital LLC (Mich. Cir. Ct. Oakland County; Ont. Super. Ct.; Quebec Dist. Ct.)
  • Obtained dismissal of claims against a national law firm in an opinion of first impression under Michigan law concerning the liability of underwriter’s counsel, who drafted the alleged misleading offering materials for a bond issuance; Wells Fargo Advantage National Tax Free Fund v. Helicon Associates, Inc. (E.D. Mich.)
  • Obtained summary judgment on behalf of an investment bank accused of misrepresenting financial statements in the sale of a business, including allegedly manipulating revenue recognition and EBITDA (Florida State Court)
  • Advised leading NYSE advertising firm in securities class action resulting in plaintiff’s dismissing claims In re Valassis Litigation
  • Counseled parties to a merger transaction challenged in state court by public shareholders as a self-dealing, interested person transaction which was dismissed in an opinion of first impression interpreting the Michigan corporation act; Camden v. Kaufman (Mich. Ct. App.)
  • Represented high-tech company in securities class action establishing a leading precedent for interpretation of the Private Securities Litigation Reform Act of 1995; Havenick v. Network Express, Inc. (E.D. Mich.)
  • Obtained summary judgment dismissing securities class action); Greenberg v. Compuware Corp. (E.D. Mich.)
  • Advised issuers of limited partnership interests in securities class action, establishing leading precedent for "bespeaks caution" doctrine; Harner v. Prudential Securities, Inc. (E.D. Mich., aff'd, 6th Cir.)
  • Represented company and its directors and officers in nationwide class action related to IPO of high-tech dental laser manufacturer; In re American Dental Laser Securities Litigation (E.D. Mich.)
  • Counseled company and its directors and officers in nationwide class action related to construction of nuclear power plant; In re Consumers Power Co. Securities Litigation (E.D. Mich.)
  • Represented major university endowment and endowment managers in congressional hearings and before the SEC
  • Advised a bank holding company in an SEC investigation arising from a referral from the FDIC
  • Counseled large and small public companies in various SEC proceedings regarding revenue recognition and accounting practices
  • Assisted individuals and corporation with respect to insider trading allegations
  • Represented a public company with respect to an SEC enforcement action seeking the imposition of a receivership
  • Successfully represented individual trustees of money market accounts in an SEC investigation and administrative enforcement proceedings concerning sophisticated investment and accounting rules
  • Obtained a favorable result representing a clearing firm against claims brought by Receiver that arose from an SEC enforcement action alleging fraud against a former customer of the clearing firm client; Phillip L. Stern v. Legent Clearing LLC (N.D. Ill.)
  • Obtained the dismissal of various claims and opposed certification of a class of investors who allegedly purchased securities through an unregistered broker; Cannon v. GunnAllen Financial Inc. (M.D. Tenn)
  • Achieved dismissal on behalf of broker-dealer of investor claims concerning the sale of sophisticated treasury swaps, other derivative products and commodities, and obtained an award for broker dealer on a significant margin balance; Naimi v. Morgan Stanley (FINRA Arbitration)
  • Represented broker-dealer in NASD proceeding before the National Adjudicating Council that resulted in overruling Member Regulation’s determination of disqualification and national attention; In Matter of Magellan Securities
  • Counseled broker-dealer in leading case establishing the elements for churning and misrepresentation; Brunetti v. Roney & Co. (E.D. Mich.)
  • Advised broker-dealer in case establishing requirement that courts must apply six-year eligibility rule of arbitration codes of self-regulatory organizations; Roney & Co. v. Kassab (6th Cir.)
  • Represented broker-dealer in case establishing right of broker-dealers to include contractual forum selection and time limitation provisions in customer agreements; Roney & Co. v. Goren (6th Cir.)

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