Securities Litigation

Weil is trusted and nationally recognized by leading corporations and financial institutions, and their boards, officers and directors, to litigate and try significant securities, derivative, M&A, and financial products litigation cases; oversee sensitive internal and governmental investigations; and counsel clients on the full spectrum of business and corporate governance matters.

Notable Representations, Key Contacts

We offer our clients the resources of a dedicated, 60-lawyer practice that includes among its ranks a number of former federal prosecutors, a former senior in-house litigator at a leading financial institution, and a recognized leader and scholar in the area of shareholder derivative claims and the fiduciary duties of directors, among many others.

  • We excel at representing corporations and their directors and executives in shareholder litigation involving claims brought under the Securities Exchange Act of 1934 and the Securities Act of 1933. We have an excellent track record of success at the motion to dismiss and class certification phases, and are one of just a few firms to have tried these claims to a jury verdict.
  • We have played a leading role in coordinating the litigation and regulatory fallout from the financial crisis for companies such as AIG, Washington Mutual, Lehman Brothers, and Bear Stearns. This work has involved litigating claims in courts and arbitration venues across the country, as well as conducting investigations and regulatory proceedings before many U.S. agencies, the U.S. Congress, and international governmental entities, among others. Through these and other representations, we have unique experience litigating claims relating to complex structured products, including CDOs and CDSs. 
  • We work hand in glove with lawyers from our Corporate practices on all aspects of our clients’ most significant transactional matters, and have an extensive track record of successfully litigating attendant M&A litigation in Delaware and other courts in state and federal jurisdictions throughout the United States.
  • We counsel clients on the fiduciary duties of officers and directors of public and privately owned companies; counsel with respect to internal investigations commenced by audit and other board committees; oversee compliance with SEC and other regulatory guidelines; and manage investigations and enforcement proceedings initiated by the SEC, DOJ, FINRA, state attorneys general, and many other regulatory agencies.
Our clients count on our Securities Litigation practice in a range of areas:

Securities Fraud Class Actions

We regularly represent corporations and their directors and executives, as well as underwriters, in major securities fraud class actions alleging violations of the securities laws.

Shareholder Derivative Litigation

We have handled shareholder derivative actions in state and federal courts around the country, including cases in which shareholder plaintiffs have alleged that pre-suit demand is excused, cases in which pre-suit demands have been made and refused, and cases in which a demand was made for books and records in an effort to obtain discovery. We also have represented special litigation committees formed in response to shareholder demands or after derivative actions have been filed when demands were excused.

M&A Litigation

A significant part of our practice arises in the context of M&A and other change-of-control transactions. We work closely with the transaction team to preempt, defeat or resolve litigations seeking to block the consummation of deals in courts around the United States, including the Delaware Court of Chancery.

Internal and Government Investigations

Whether in response to a government inquiry or on their own initiative, corporations, boards of directors, audit committees, and special board committees often engage our attorneys to conduct sensitive internal investigations. Our deep criminal and regulatory expertise, coupled with the Firm’s strengths in class action litigation and corporate governance, enables us to conduct these investigations quickly, efficiently, and thoroughly, with due regard for how the investigation will affect subsequent criminal, regulatory, or civil litigation. We counsel our clients on how best to manage the results of any investigation and how best to control the complex risks confronting them.

Financial Products Litigation

Working closely and collaboratively with our Structured Finance and Corporate Governance groups, our Securities Litigation attorneys can successfully litigate (and explain) how these complex products work. We know the instruments at issue:
  • Weil’s Structured Finance and Derivatives practice has more than 35 lawyers worldwide. We were one of the first firms to combine securitization and derivatives capabilities to provide integrated solutions to complex disputes.
  • We possess deep experience in (i) the establishment of both cash flow and market value CDO/CLO vehicles, (ii) the documentation of credit default swaps with respect to super-senior CDO tranches for buyers and sellers, and (iii) customized repackaging programs for all types of investment instruments and structured investment vehicles.

Selected Representations

Securities Fraud Class Actions

CBS

lululemon athletica

Independent Directors of Satyam Computer Services

Sanofi

Vivendi

Willis Group Holdings

Shareholder Derivative Litigation

American International Group

General Electric

Gentiva Health Services

M&A Litigation

ATMI, Inc.

DIRECTV

Kinder Morgan

Lincare Holdings Inc.

Special Committee of the Board of McMoRan Exploration Co.

Internal and Government Investigations

AIG

American Realty Capital Properties Audit Committee Investigation

Parmalat

Major Foreign Financial Institution

Confidential Health Industry Company

Confidential FCPA Investigations

Financial Products Litigation

AIG

Bear Stearns

Lehman Brothers

MBIA

Key Contacts

Joseph S. Allerhand

Joseph S. Allerhand

Partner

New York


John A. Neuwirth

John A. Neuwirth

Partner

New York

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Clients highlight Weil’s “total substantive expertise – they know the law in whatever area you’re focused on, backwards and forwards, up and down, inside and out, whether it’s litigation or securities law.”

Chambers USA

Weil’s Securities Litigation practice is “one of the best in the business” and “works proactively with clients to efficiently resolve major litigation matters.”

Legal 500 US

Sources note that Weil’s Securities Litigation practice “is one of the biggest groups dedicated to this area” and features “exceptional litigators” who are “responsive, practical and deftly strategic.”

Legal 500

This firm has a deserved reputation in the securities arena with an enviable proficiency in both the litigation and regulatory spaces.”

Chambers USA

Clients note that Weil’s Securities Litigation practice has “good judgment, experience and backbone. No one should underestimate them. They’ve created a really good partnership.”

Chambers USA

They are top-notch in terms of their brief writing, legal analysis and understanding of the industry.”

Chambers USA

Sources are “impressed with the service levels and the level of knowledge and expertise in the securities and derivative litigation areas.”

Chambers USA

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