Since the firm's inception, large complex litigation has been a mainstay of Winthrop & Weinstine, P.A.'s litigation practice, and our attorneys have significant, actual trial experience. The law firm has developed substantial expertise in the management and effective prosecution of complex commercial lawsuits in a wide variety of areas, including the securities
, product liability, trade secret/intellectual property
fields. A significant component of Winthrop & Weinstine's litigation practice has been in securities fraud and shareholder litigation. The firm has represented public and private corporations in numerous types of securities litigation in state and federal courts throughout the United States. Winthrop & Weinstine has been involved in significant litigation involving the interpretation and application of the Private Securities Litigation Reform Act of 1995. In addition, Winthrop & Weinstine has advised numerous clients, including corporations, corporate officers and boards of directors, regarding corporate control and governance issues, including the obligations and responsibilities imposed by the Sarbanes-Oxley Act of 2002.
Experience in Securities Litigation
Winthrop & Weinstine has substantial experience in securities litigation and shareholder litigation. The firm has represented issuers of securities and corporate directors and officers in a wide variety of actions arising under state and federal securities laws, including shareholder litigation arising out of the public sale of securities, private offerings, alleged insider trading, mergers and acquisitions, initial public offerings, accounting fraud, SEC reporting obligations, and other actions where the duties of officers and directors have been at issue. Winthrop & Weinstine also has represented underwriters, broker-dealers and investment advisers, and the firm has a substantial practice in handling administrative proceedings arising out of and relating to the regulation of the securities industry, including SEC investigations, SEC enforcement actions, NYSE and NASD proceedings, and other similar matters. Winthrop & Weinstine litigators involved in securities lawsuits frequently draw upon the knowledge and expertise available to them in the firm's general corporate
, corporate finance and securities
departments regarding issues arising in connection with acquisitions and other major business transactions, as well as in connection with registration statements for securities offerings, annual and quarterly reports and other disclosure documents.
Among the specific types of securities litigation in which the firm has been involved are the following:
- Representation of a public corporation and its officers and outside directors in a securities fraud class action lawsuit involving allegations of accounting fraud, misrepresentations regarding the status and completion date of an IPO for a subsidiary of the corporation and other similar issues. The Eighth Circuit Court of Appeals affirmed dismissal of the class action complaint in a significant decision regarding the interpretation of the PSLRA and pleading requirements for a securities fraud action. In re: Navarre Securities Corporation Litigation, 299 F.3d 735 (D.Minn.2000).
- Representation of officers and directors of a corporation in a securities fraud action invloving alleged failure to disclose financial problems in an acquired subsidiary.
- Successful defense of the president of an investment adviser in an SEC action arising out of substantial looses in a $600,000,000 mutual fund that had invested heavily in derivative securities.
- Representation of officers and directors of a public company alleged to have failed to disclose potential risks of future business expansion which involved the legal significance of cautionary language in offering documents disseminated to the investing public.
- Representation of major accounting firms in litigation involving the failure to ascertain and disclose the financial condition of a public company in audited financial statements.
- Representation of board members of regulated companies in various SEC investigations involving allegations of failure to disclose risk in offering documents.
- Representation of officers of public corporations in shareholder litigation involving claims of conflict of interest and dissemination of false information about the status of the corporation's business.
In addition to having a thorough mastery of the legal issues involved in securities litigation, the attorneys at Winthrop & Weinstine have developed an intimate understanding of the practical, real-world considerations which affect how officers and directors carry out their responsibilities. Our firm is also often called upon to conduct internal investigations relating to alleged improprieties by corporate officers, accounting fraud, conflicts of interest and other similar matters.