Representation of Innovators & Technology Companies

  Financing & Contract Representation: Led a team of lawyers who helped a pharmaceutical development company secure financing, which involved unique oversight mechanisms and contribution terms that bridged the concerns of the company and its investors.  In addition, regularly continues to assist the company with licensing, sponsored research, and confidentiality agreements with its development partners.

  Startup Contract Advice: Provided contract review and advice in connection with a business venture involving marketing, sales, installation, and servicing for a startup company which developed an environmentally friendly commercial grease reduction system.

  Acquisition Compensation For Research Group: Led a team of lawyers who advised a group of cutting-edge researchers in a local agricultural biotech company in an acquisition of their group by a multinational company, including review and negotiation of contracts from their former employer and the acquiring company.  

  Trade Secret Counseling: Advised a senior research scientist considering an opportunity to be a founding member of a technology startup regarding his rights and obligations to his employer under his employment contract, trade secret statutes, and employment laws.

  Trade Secret Misappropriation Litigation: Representing a UK-based, publicly traded company in trade secret litigation concerning its medical polymer technology against business partners of the company’s former CEO.  

  Safeguard Award of State Contract: Represented a provider of medical enterprise software in a state contract award dispute by a competitor.

  Breach of Contract and Fraud: Represented a computer software developer and entrepreneur in a dispute with a former client who had hired away the client’s foreign staff, which involved claims of breach of contract and fraud by both parties.

  Licensing and Supply Litigation: Represented a UK-based, publicly traded company and its subsidiaries in the business of developing and licensing medical polymer technologies in a dispute with a major hospital group and its business partner in technology licensing and supply litigation. 

  Research Licensing Dispute: Represented a company in the business of biomedical research and development in a licensing dispute with a major university system and a competitor biomedical company. 

  Patent Litigation: Represented the US division of a well-known foreign automotive company against patent infringement claims involving injection molding technology. 

  Consumer Class Action: Represented a leading national wireless company against a consumer class action for purported overbilling.   

  Government Consumer Action: Represented a leading national wireless company in an investigation and civil enforcement action by the district attorney of a major metropolitan county in claims that it failed to take steps to protect consumers against third-party spoofing attacks.

  Development of Intellectual Property Enforcement Strategy: Developed a strategy of enforcement for a client seeking protect its patent portfolio and investment in seeking FDA approval of their methods for treating various diseases, including cancer.

 
Governance Disputes, Shareholder Rights, Alter Ego Claims

  Executive Compensation/Phantom Stock Rights: Represented a senior executive in a dispute with his employer over phantom stock rights in private arbitration and federal and state court declaratory relief actions.  Also defended counterclaims seeking recoupment of compensation and ownership of valuable intellectual property developed by the client

 Corporate Control: Advised the CEO and a minority shareholder in a governance dispute with a controlling shareholder of a company developing advanced medical tests.  

  Officer/Shareholder Alter Ego: Defended a CEO (who was also the company’s largest shareholder) from an attempt to impose personal liability for a judgment against the company.

 

  Board Fiduciary Duty: Defended the board of an urban historic condominium complex against breach of fiduciary duty allegations by the primary commercial owner.

  Officer/Shareholder Alter Ego: Defended franchisee, owner and principal from personal liability for corporate obligations of numerous operating companies from breach of contract and alleged financial fraud.

Securities Fraud, Shareholder, & Investment Fraud Litigation

  SEC Enforcement Action: Represented the CEO of an exchange-traded medical technology company in a securities fraud enforcement action brought by the SEC.  

  Securities Fraud Class Action, SEC Investigation: Represented a US exchange-listed, China-based developer of advanced lighting technology and its individual officers and directors in a consolidated federal securities fraud class action and SEC investigation.

  Merger Litigation: Represented an acquired bank and its board of directors and officers in shareholder litigation challenging and seeking to enjoin a merger transaction.

  Merger Litigation: Represented the special committee of independent directors of a large agricultural corporation in shareholder litigation and attempted temporary restraining order challenging and seeking to enjoin a merger.

  Securities Fraud Class Action and Shareholder Derivative Action: Represented an exchange-traded, nationally recognized pet and animal supply specialty retailer and its officers and directors in connection with a federal securities fraud class action and a state derivative lawsuit.

 

  Securities Fraud Class Action: Represented an exchange-traded, international leading provider of staffing and personnel services and its officers and directors in connection with a federal securities fraud class action. 

  Securities Fraud Class Action, Shareholder Derivative Action, Government and Internal Investigations: Represented the former CFO of a publicly traded company in internal and government investigations, a federal securities fraud class action, and federal and state court derivative suits.

  Securities Fraud Class Action and Shareholder Derivative Action: Represented a senior officer of an exchange-traded software corporation in federal securities fraud class actions and shareholder derivative suits. 

  Hedge Fund Investor Fraud Action: Represented an officer of an investment fund in civil litigation and a criminal investigation regarding alleged investment fraud.  

  Real Estate Investor Fraud Action: Represented a senior executive in civil litigation and a criminal investigation regarding alleged investment fraud. 

  Sale-Leaseback Investor Fraud/RICO Action: Represented private corporations and their principals in a federal RICO lawsuit alleging a complex, multi-party real estate investment scheme. 

  Development Investor Fraud: Represented a real estate investment company and its principal against investors’ allegations of fraud and breach of fiduciary duty.

  Investor Fraud/Breach of Contract: Represented a US exchange-listed, China-based developer of alternative energy systems in a federal lawsuit filed by an investor group. 

Internal, Indepenent & Government Investigations
 

  Accounting Irregularities Investigation: Conducted an internal investigation on behalf of a publicly traded international mining company into allegations of accounting and financial fraud. 

  CEO Investigation: Conducted an internal investigation on behalf of a regional medical hospital system into allegations of accounting fraud and misconduct by the CEO.

  FCA Investigation: Investigated allegations of potential False Claim Act violations for a government contractor.  

  Section 10A Investigation: Conducted an investigation on behalf of the audit committee of a US exchange-listed, China-based corporation into alleged accounting irregularities. 

  Establishment of Special Committee: Advised CEO and board members on the best practices for establishing an independent special committe and conducting an investigation to address or dispose of shareholder allegations. 

  Receiver Investigation: Represented a court-appointed receiver in an investigation of a multi-million dollar real estate investment scheme.  

  Shareholder Derivative and Direct Actions: Represented the officers and directors and coordinated joint defense of a family of Toronto–based telecommunications companies in connection with shareholder derivative and direct lawsuits alleging securities violations and breaches of fiduciary duty. 

  Books & Records Inspection Demand: Advised and assited company on responding to shareholders' statutory demand for inspection of its books & records.

Representative examples of Tim's broad experience include:

EXPERIENCE