State and federal laws and regulations can create significant liability for various parties involved in the sale of a security. We’ve represented not just issuers and purchasers but also underwriters, lawyers and others in litigation claiming violation of both federal and state securities laws. We’ve navigated the complex web of federal securities laws under both the 1933 and 1934 Acts to develop winning arguments for dismissal of claims against issuers, underwriters, and individuals. The Washington State Securities Act can create liability for a potentially broad set of transactions and individuals or entities, sometimes beyond that imposed by the federal laws. We have used this aspect of the law creatively, both to defend successfully claims of seller liability and to obtain the unique remedies available under the State act for clients who have been led to invest in bad deals.
Moomjy v. HQ Sustainable Maritime Inc., et al. Defended class action against public offering underwriters alleging claims under sections 11 and 12 of Securities Act; brought motion to dismiss and then obtained favorable settlement dismissing all claims against clients without any payment on claims.
Capital Ventures International v. Network Commerce, Inc., et al. Prosecuted claims by investment firm for securities fraud under federal and state law arising from PIPE transaction; obtained favorable settlement.
Muoneke v. Mercer Villa Partners LLC. Prosecution of claims arising from condominium conversion project for violations of Washington Securities Act, breach of contract and fraud; prevailed on motion for summary judgment.
Bank One v. Westar Financial Services. Defended breach of contract and lender liability claims relating to multi-billion dollar auto lease securitization portfolios, and prosecuted counterclaims for securities fraud and breach of contract; obtained preliminary injunction, obtained dismissal of all claims against bank by summary judgment, and then obtained favorable settlement on counterclaims.
Dreiling v. Jain, et al. Defended derivative action asserting securities fraud claims; obtained favorable settlement.
Weld v. Dawson, et al. Defended claims for breach of fiduciary duty, minority shareholder oppression, and violations of Blue Sky laws against senior corporate officer; obtained dismissal of all claims against client on motion to dismiss.
Perrin v. Ellis, et al. Defended law firm against claims for seller liability under Washington Securities Act; obtained favorable settlement.
Harris, et al. v. xSides Inc. Prosecuted claims for securities fraud, misrepresentation, and breach of royalties agreement; obtained favorable settlement.
Aexel, et al. v. Seattle Financial Group, et al. Prosecuted claims for breach of fiduciary duty and breach of contract regarding phantom stock rights; obtained favorable settlement.
vCustomer Corp. v. Acorn Ventures Inc. Defended claims alleging dissenters’ rights arising from company determination of fair value of stock; obtained favorable settlement.