Douglas W. Greene

Douglas W. Greene

Lane Powell PC

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The Root Cause of Skyrocketing Securities Class Action Defense Costs

Why do the costs of defending securities class actions continue to increase? Because of my writing on the subject) I’m asked about the issue a lot. My answer has evolved from blaming biglaw economics – a combination of...more

9/10/2014 - Big Law Board of Directors Class Action Corporate Officers D&O Insurance Derivative Suit Litigation Fees & Costs Litigation Strategies Securities Securities Litigation Shareholder Litigation Shareholders

First Take on Halliburton II: The Price-Impact Rule May Not Have Much Practical Impact

Yesterday’s Supreme Court decision in Halliburton Co. v. Erica P. John Fund, Inc. (Halliburton II) may well have the lowest impact-to-fanfare ratio of any Supreme Court securities decision. Despite the social-media-fueled...more

6/24/2014 - Basic v Levinson Class Action Class Certification Fraud Fraud-on-the-Market Halliburton Halliburton v Erica P. John Fund Presumption of Reliance SCOTUS Securities Fraud

Cybersecurity Securities Class Actions are Coming: Predictions, Analysis, and Practical Guidance

Last fall, I wrote about board oversight of cybersecurity and derivative litigation in the wake of cybersecurity breaches. I plan to update my thoughts later this year, after we see developments in the recently filed Target...more

5/21/2014 - Class Action Corporate Counsel Corporate Governance Corporate Officers Cybersecurity Data Breach Derivative Suit Disclosure Requirements Risk Management Securities Securities Litigation Target Wyndham

D&O Discourse Authors Davis and Greene to File Amicus Brief in Omnicare Case

My partner Claire Loebs Davis and I are honored to be working with Washington Legal Foundation on a U.S. Supreme Court amicus brief in the Omnicare securities class action. Omnicare concerns what makes a statement of opinion...more

4/15/2014 - Board of Directors Class Action Corporate Officers D&O Insurance Omnicare SCOTUS Securities

Ineffective Motions to Dismiss Erode the Power of the Reform Act

In 1995, public companies and their directors and officers received one of the greatest statutory gifts in the history of American corporate law: the Private Securities Litigation Reform Act. The Reform Act established...more

4/1/2014 - Complex Litigation Litigation Strategies Motion to Dismiss PLSRA

Public Companies, Beware! Safe Harbor Protection Requires Thoughtful Warnings and a Sophisticated Defense

Public companies around the country labor under the misunderstanding that the Private Securities Litigation Reform Act’s “Safe Harbor” provision protects them from liability for publicly announced earnings guidance and other...more

2/10/2014 - Compliance Employer Liability Issues PSLRA Safe Harbors

Derivative Litigation Representation: Strategic and Ethical Issues

Shareholder litigation comes in waves. There is a widespread belief that the next big wave will be shareholder derivative litigation – a shareholder’s assertion of a claim belonging to the corporation, typically brought...more

2/6/2014 - Derivative Suit Ethics Litigation Strategies

Practical Tips For Avoiding Securities Litigation, Understanding D&O Insurance, And Selecting Defense Counsel

In my last post of 2013, I thought I’d share some thoughts about how public companies can better protect themselves against securities claims – practical steps companies can take to help them avoid suits, mitigate the risk if...more

12/30/2013 - C-Suite Executives Compliance Corporate Counsel Corporate Governance D&O Insurance

Is the Demise of the Fraud-on-the-Market Doctrine Near? Be Careful What You Wish For

At long last, the United States Supreme Court is going to address the viability and/or prerequisites of the fraud-on-the-market presumption of reliance established by the Court in 1988 in Basic v. Levinson. Securities...more

11/18/2013 - Federal Rules of Civil Procedure Fraud Fraud-on-the-Market FRCP 23(b)(3) Halliburton Private Securities Litigation Reform Act of 1995 Rule 10(b) SCOTUS

Is the Biggest Name Really the “Safest” Choice for Securities Class Action Defense?

When I moved my securities litigation practice to a regional law firm from biglaw, I made a bet. I bet that public companies and their directors and officers would be willing to hire securities defense counsel on the basis...more

11/11/2013 - Big Law Complex Litigation Corporate Counsel Law Practice Management

Falsity is Fundamental: The Case for Emphasizing Arguments against Falsity

In defending a securities class action, a motion to dismiss is almost automatic, and in virtually all cases, it makes good strategic sense. In most cases, there are only four main arguments...more

10/8/2013 - Class Action False Statements Litigation Strategies Loss Causation Motion to Dismiss Pleading Standards Safe Harbors Scienter

Board Oversight of Cyber Security and Cyber-Security Disclosures: Answers to Some of the Key Questions

Cyber security is top of mind for companies, and cyber-security oversight is top of mind for corporate directors. I recently co-moderated a panel discussion for directors on board oversight of cyber security and...more

10/3/2013 - Board of Directors Business Judgment Rule Class Action Corporate Counsel Corporate Governance Cyber Insurance Cybersecurity Data Protection Disclosure Requirements Fiduciary Duty

Public Companies Beware: Safe Harbor Protection Requires Thoughtful Warnings and a Sophisticated Defense

Public companies around the country labor under a misunderstanding: that the Private Securities Litigation Reform Act’s Safe Harbor protects them from liability for their guidance and projections if they simply follow the...more

9/4/2013 - Disclosure Requirements Employer Liability Issues Private Securities Litigation Reform Act of 1995 Safe Harbors

Matrixx Did Not, and Could Not, Authorize Shortcuts in Reform Act Scienter Analysis, Despite Plaintiffs’ Claims to the Contrary

As I have previously written, the Sixth Circuit’s erroneous interpretation of the scienter component of the Supreme Court’s decision in Matrixx Initiatives, Inc. v. Siracusano, 131 S. Ct. 1309 (2011), is one of the biggest...more

8/20/2013 - Disclosure Requirements Matrixx Initiatives v Siracusano Misrepresentation Pharmaceutical Prescription Drugs Private Securities Litigation Reform Act of 1995 Scienter SCOTUS

SEC’s Shift in No-Admit-or-Deny Policy Would Create Dilemma for Defendants if Applied in Close Cases

Last Tuesday, new SEC Chairman Mary Jo White said at The Wall Street Journal’s annual CFO Network Event that the SEC “in certain cases” will seek admissions of liability as part of settlements. The statement made headlines,...more

6/26/2013 - D&O Insurance Enforcement Actions Mary Jo White Neither Admit Nor Deny Settlements SEC Settlement

Defense of Securities Class Action by Company’s Regular Outside Corporate Counsel: Conflict Issues and Strategic Considerations

When selecting counsel to defend them against a securities class action, companies usually face the question of whether they want to hire attorneys from their regular outside corporate firm. Sometimes, companies will retain...more

6/13/2013 - Class Action Conflicts of Interest Securities Fraud

Effective Securities Litigation Defense Requires a High Thought-to-Action Ratio

I recently had occasion to review a number of motion-to-dismiss rulings, including some in which denial of the motion seemed to be an easy call. I’ve since been mulling over whether there are circumstances in which it would...more

5/28/2013 - Class Action Class Certification Document Requests Litigation Strategies Motion to Dismiss Settlement

Delaware Supreme Court’s Decision in Allergan Won’t Fix the Problem of Multi-Jurisdictional Shareholder Litigation

On April 4, 2013, in the Allergan decision, the Delaware Supreme Court reversed the Court of Chancery’s ruling last year that the dismissal of a shareholder derivative action in California did not preclude other stockholders...more

4/11/2013 - Derivative Suit Fast-Filer Full Faith and Credit Motion to Dismiss Multidistrict Litigation

Flawed Confidential Witness Allegations: A Crucial Issue in Securities Class Action Litigation

The recurring and pervasive problem of flawed confidential witness (“CW”) allegations tops my list of the key issues in securities class action litigation.* I don’t mean just notorious situations such as those recently at...more

4/4/2013 - Boeing Class Action Confidential Witnesses Discovery Fraud Lockheed Martin Motion to Dismiss Pleadings Rule 11 SunTrust

First Take on Amgen Decision: Supreme Court “Basically” Endorses Status Quo

The Supreme Court released its anxiously awaited decision in Amgen Inc. v. Connecticut Retirement Plans yesterday. On the face of the decision, it was a loss for defendants in that case, and for companies everywhere that are...more

2/28/2013 - Amgen Amgen Inc. v Connecticut Retirement Plans Class Action Class Certification Fraud-on-the-Market Rebuttable Presumptions SCOTUS Securities Securities Fraud Securities Litigation

Looking Ahead: Forthcoming 2013 Securities and Corporate Governance Litigation Developments

This promises to be an eventful year in securities and corporate governance litigation. A number of looming developments have the potential to change the landscape for many years to come. This is the first of two posts – or...more

2/21/2013 - Amgen Books & Records Class Action Corporate Governance Derivative Suit Drug Manufacturers Scienter Section 220 Request Securities Shareholder Litigation

Rethinking Leave to Amend: A Refreshing Approach

The Reform Act’s heightened pleading standards were designed to increase the number of securities class actions dismissed at the pleading stage. An unintended consequence, however, has been a liberal application of the...more

12/18/2012 - Litigation Strategies Pleadings

Director Service: Is It Safe to Serve on a Public Company Board of Directors?

I am frequently asked about the safety of director service. Below is the text of a short article I wrote for a forthcoming issue of a business publication....more

12/11/2012 - Board of Directors D&O Insurance

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