Securities Law in 2014: Fraud-on-the-Market Theory Demystified

Howard Privette is a partner in the global Securities Litigation and Enforcement practice of Paul Hastings LLP.  Mr. Privette represents U.S. and international clients in a wide range of complex business disputes in courts across the United States, and focuses his practice in securities and corporate governance litigation.  In particular, Mr. Privette defends shareholder class actions and derivative suits for clients in the financial, life sciences, and technology industries.  A trial lawyer who has tried cases in federal and state courts, and in arbitration, Mr. Privette was lead counsel for the defense in one of the very few securities class actions to ever go to trial in the United States, achieving a judgment that the plaintiff class could “take nothing” from his client. 

Mr. Privette was simultaneously awarded his B.A. and M.A. in Economics from Yale University, and graduated with honors from Stanford Law School.

Jeff Hammel is a partner in the New York office of Latham & Watkins. He is a member of the Litigation Department and global Co-chair of Latham’s Securities Litigation and Professional Liability Practice. He was named “one of the nation’s leading securities litigation attorneys” by The Legal 500 US. Mr. Hammel regularly represents major financial institutions, accounting firms and Fortune 500 companies, boards of directors, board committees and individuals.  He has defended more dozens of shareholder class actions and derivative actions, winning many of them at the motion to dismiss stage..  Additionally, he has significant experience handling regulatory investigations and internal investigations regarding their financial reporting, disclosures and internal control procedures.

Mr. Hammel is a member of the American Bar Association’s Securities Litigation Committee and Subcommittee on Broker-Dealer Litigation. He is co-author of the treatise Federal Securities Litigation: Commentary and Forms, A Deskbook for the Practitioner (2nd edition).

Milo Petranovich has extensive experience in complex civil and corporate litigation, including substantial trial experience in cases involving securities fraud, antitrust violations, franchise, health care and corporate governance, as well as white collar criminal defense in state and federal courts.  Milo has acted as lead counsel in a number of securities actions, both before and after passage of the Private Securities Litigation Reform Act of 1995. He has represented public and private corporations, and individual offi cers and directors in class actions, derivative actions and other  corporate governance disputes. Chambers USA’s Guide to America’s Leading Lawyers for Business said of Milo, “He is held in high regard for his complex civil and corporate litigation practice, with sources declaring him ‘a very fi ne litigator.’ He has deep experience of cases involving corporate governance, white-collar criminal defense and securities fraud.” Milo is also recognized as one of the Northwest’s leading antitrust and trade regulation advice and litigation attorneys. He is routinely called upon  to provide antitrust counsel to entities ranging from Fortune 500 companies to start ups, providing solutions that establish compliance with the law without the loss of a competitive edge. 

Mr. Sinaiko is a partner in the litigation department at Kramer Levin Naftalis & Frankel LLP in New York City. His practice focuses on complex commercial and business litigation, including both civil and white collar securities matters. He has represented institutions and individual clients in complex, securities-related civil and criminal litigation before state and federal courts, and in arbitrations before various tribunals. In addition, Mr. Sinaiko has represented clients in connection with grand jury investigations and inquiries by governmental agencies and self-regulatory organizations, including the Securities and Exchange Commission, the Commodity Futures Trading Commission and the Financial Industry Regulatory Authority. Mr. Sinaiko also has experience in trial court and appellate litigation relating to corporate control transactions, insurance coverage and employment-related disputes.

 Mr. Sinaiko received his J.D., magna cum laude, from New York University School of Law and his A.B. from Cornell University

Todd G. Cosenza is a partner in the Litigation Department of Willkie Farr & Gallagher LLP in New York specializing in complex financial litigation, with a focus on securities class actions. He has obtained victories for his clients in a number of landmark shareholder class actions. Mr. Cosenza also regularly serves as counsel to independent audit and special committees in the context of internal corporate investigations and advises senior executives and boards of directors on corporate governance matters, particularly those involving mergers and acquisitions.

In 2013, the New York Law Journal selected Mr. Cosenza as a "Rising Star." He was the recipient of Fordham Law School's 2012 "Rising Star Award" recognizing the extraordinary achievements of a distinguished alumnus. Mr. Cosenza also was recognized in New York Super Lawyers 2013 in the area of Securities Litigation.

Michael Miarmi is a partner at Lieff, Cabraser, Heimann & Bernstein, LLP, residing in the firm’s New York office.  He devotes his practice almost entirely to representing individual and institutional investors in direct or class cases asserting claims under the federal securities laws or state law.  Among his current responsibilities, Michael is a member of the team serving as co-lead counsel for the proposed customer class in In re Bank of New York Mellon Corp. Foreign Exchange Transactions Litigation, seeking to recover losses arising from The Bank of New York Mellon’s alleged misconduct in connection with executing foreign exchange (FX) transactions on behalf of its custodial clients, as well as the team serving as co-lead counsel for the proposed class in Arkansas Teacher Retirement System v. State Street Corp., arising from State Street’s alleged FX-related misconduct.  Michael is also a member of the team serving as co-lead counsel for a proposed class of shareholders asserting claims under the federal securities laws against LINN Energy, LLC and others, based on defendants’ alleged misconduct in overstating key financial metrics, which artificially inflated the price of the subject securities and resulted in significant losses to investors.

Additionally, for the past several years, Michael has played a central role in representing The Charles Schwab Corporation and several of its related entities in litigation arising from alleged fraud by some of the world’s largest financial institutions in setting the London InterBank Offered Rate (LIBOR).  Schwab’s cases are included as part of a large multidistrict litigation pending in the Southern District of New York.

Michael has been, and currently is, involved in significant securities cases before the United States Supreme Court.  He served as counsel of record on behalf of amicus curiae National Association of Shareholder and Consumer Attorneys (NASCAT) in Erica P. John Fund, Inc. v. Halliburton Co., et al., No. 09-1403, presenting NASCAT’s arguments to the Supreme Court in support of plaintiff regarding the standard for class certification in “fraud-on-the-market” securities cases.  The Supreme Court ruled unanimously in plaintiff’s favor.  Michael currently is a member of the team representing the Public Employees’ Retirement System of Mississippi before the Supreme Court in Public Employees’ Retirement System of Mississippi v. IndyMac MBS, Inc., et al., No. 13-640, in which the Court will address whether the rule set forth in American Pipe & Construction Co. v. Utah applies to suspend the operation of the three-year time period in Section 13 of the Securities Act of 1933 during the pendency of a putative class action.

Michael has published articles on salient issues in securities litigation:  See Michael J. Miarmi and Nicholas Diamand, “Fraud-on-the-Market in a Post-Amgen World,” Trial, Nov. 2013; Steven E. Fineman and Michael J. Miarmi, “The Basics of Obtaining Class Certification in Securities Fraud Cases:  U.S. Supreme Court Clarifies Standard, Rejecting Fifth Circuit’s ‘Loss Causation’ Requirement,” Bloomberg Law Reports, July 5, 2011.

Michael was recognized by Super Lawyers as a “New York Metro Rising Star” for 2013.

Michael received a B.A. in History, with honors, from Yale University, and received a J.D. from Fordham University School of Law.