Directors and Officers Defense

Client and Industry Challenges

Our corporate governance litigation attorneys advise companies and their directors and officers through a variety of claims related to both business disputes and dissolution. We have deep experience in matters involving directors' and officers' liability, including manager liability in limited liability companies. We can assist with allegations of breach of fiduciary duty, alleged violations of federal securities laws and SEC investigations, shareholder derivative actions, and counseling on various litigation strategies for companies, directors, and senior executives.


  • We defended the president and chief credit officer of a regional bank in civil litigation brought by the FDIC in its role as the receiver in the bank’s failure. Representation involved defense of the FDIC action, a related coverage action and claims for indemnity from the bank’s parent company.
  • We represented the CEO/Chairman of the Board and the president/director of a failed bank in connection with an investigation and enforcement action by the Office of the Comptroller of the Currency (OCC).
  • We represented the former president and chief financial officer of a junior uranium mining company in an action brought by a group of former investors led by the Chairman of the Wall Street placement agent responsible for the private placement of the company’s shares with qualified investors.
  • We represented the former CEO/Chairman, CFO, and COO of a company that was engaged in the development of commercial uses for the kenaf plant in a matter involving Chapter 7 bankruptcy protection.
  • We represented directors of a publicly traded company in fraud claims brought by a group of former shareholders challenging board approval of a debt-to-equity conversion and reverse stock split.
  • We represented officers, directors, and shareholders of a corporation in a claim by a former officer, director, and shareholder challenging the involuntary forfeiture of his equity in the company.

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