Securities Litigation

Bergeson, LLP has a broad range of securities litigation experience, including representation of companies and individuals in class actions and shareholder derivative actions with claims ranging from securities and accounting fraud, insider trading, revenue recognition issues, and whistleblower claims.  We also represent companies and individuals in mergers and acquisition litigation.  The Firm has substantial experience representing officers, directors, and employees appearing as witnesses in investigations by regulators, most notably the Securities and Exchange Commission and the Department of Justice.  We utilize our attorneys’ experience with securities and accounting issues, combined with close working relationships with top forensic accountants, to efficiently and effectively represent our clients in these matters.

Representative matters:

  • Kerrigan Capital, LLC, et al v. David Strohm, et al., No. CIV 534431, San Mateo County Superior Court

The Firm represents several venture funds in a case filed on behalf of a proposed class of common shareholders of a company, alleging claims of breach of fiduciary duty and aiding and abetting breaches of fiduciary duty arising out of the company’s financing rounds.

  • Kyung Cho et al. v. UCBH Holdings, Inc., et al., No. CV-09-42-8 JSW, United States District Court, Northern District of California

The Firm represented multiple officer defendants in a class action that alleged defendants issued false and misleading statements concerning UCBH’s allowances and provisions for loan loss and falsely represented that UCBH’s financial reporting controls were effective.  We also represented individuals in related actions, including representation of a witness in an action filed by the Department of Justice.

  • Stephen Neville v. Maxwell Technologies, Inc., No. 37-2013-00075582-CU-WM-CTL, San Diego County Superior Court; and In Re Maxwell Technologies, Inc. Derivative Litigation, Lead Case No. 3:13-cv-00966 BEN-RBB, United States District Court, Southern District of California

The Firm represented nominal defendant Maxwell Technologies in derivative cases filed in state and federal court.  Plaintiff alleged that defendants breached fiduciary duties by causing or failing to prevent accounting issues that led to a restatement.

  • VisionChina Media Inc., et al. v. Shareholder Representative Services, LLC, et al., No. 652390/2010, New York Supreme Court

Bergeson, LLP represented multiple companies in their efforts to ensure that a foreign company and its subsidiary complied with their contractual obligations to pay for their acquisition of a company.

  • Tyler v. Solaicx, et al., No. 11CV194167, Santa Clara County Superior Court

The Firm represented several defendants, including companies and individual director defendants, in a lawsuit arising from a preferred stock financing. Plaintiff claimed that Defendants unfairly diluted minority shareholder interests in the company in anticipation of a merger.

  • Chao v. Salem, et al., No. 1-12-CV-217465, Santa Clara County Superior Court

The Firm represented a federally registered investment adviser in an action alleging claims of breach of fiduciary duty, negligence, violation of California Corporations Code § 25401, fraudulent concealment, and accounting.

  • Baker v. Arkansas Blue Cross and Blue Shield, et al., No. CV 08-3974 SBA, United States District Court, Northern District of California

The Firm represented four entities in an action alleging breach of fiduciary duty, minority shareholder oppression and violation of California’s Unfair Competition Law. The Court granted the Firm’s motion to dismiss on behalf of its clients on the grounds that Plaintiffs lacked standing to bring direct claims.

  • Baker v. Arkansas Blue Cross and Blue Shield, et al., No. 09-495457, San Francisco County Superior Court

The Firm represented four entities in an action alleging derivative claims for breach of fiduciary duties, minority shareholder oppression, and violation of California Business and Profession Code §17200, and a direct claim for breach of fiduciary duties.

  • Talieh v. Harrus, et al., No. 1-09-CV-153179, Santa Clara County Superior Court

The firm represented the nominal defendant company in a shareholder derivative action alleging breach of fiduciary duty.

  • Bucephalus Alternative Energy Group, LLC v. KCR Development, No. 08 Civ. 7343, United States District Court, Southern District of New York

The Firm represented defendants in an action regarding a proposed investment in a company. The Court granted the Firm’s motion to dismiss on behalf of defendants finding there was no personal jurisdiction.

  • In re Rambus Inc. Derivative Litigation, No. C-06-3513 JF, United States District Court, Northern District of California; In re Rambus Inc. Securities Litigation, No. C-06-4346 JF, United States District Court, Northern District of California; Kelley v. Rambus Inc., et al., No. C-07-01238 RMW, United States District Court, Northern District of California

The Firm represented a former officer of Rambus in shareholder suits concerning stock option practices.

  • In re Marvell Technology Group, Ltd. Derivative Litigation, No. C-06-03894 RMW, United States District Court, Northern District of California; In re Marvell Technology Group, Ltd. Securities Litigation (Class Action), No. C-06-0626 RMW, United States District Court, Northern District of California

The Firm represented the former Chief Financial Officer of Marvell in shareholder suits concerning stock option practices.

  • In re Trident Microsystems, Inc. Derivative Litigation, No. C-06-03440, United States District Court, Northern District of California; Limke v. Lin, et al., No. 1-CV-07-080390, Santa Clara County Superior Court

The Firm represented an officer and former director of Trident Microsystems, Inc. in derivative shareholder suits concerning stock option practices.

  • Kohli v. Neocarta Ventures, L.P., No. 107CV092847, Santa Clara County Superior Court

The Firm represented seven venture funds in a lawsuit alleging causes of action for breach of fiduciary duty, fraud, and negligent misrepresentation.

  • In re MIPS Technologies, Inc. Derivative Litigation, No. C 06-06699 RMW, United States District Court, Northern District of California

The Firm represented the former Vice President of Human Resources in a derivative shareholder suit concerning stock option practices.

  • Barnes v. Daley, No. 1-09-CV158534, Santa Clara County Superior Court

The Firm represented defendant, a former outside director, in an action alleging negligence, breach of fiduciary duty, fraud, and unfair business practices.

  • In re Integrated Silicon Solutions, Inc., No. 1:06-CV-074031, Santa Clara County Superior Court

The Firm represented a former Director of Integrated Silicon Solutions, Inc. in a derivative shareholder action concerning stock option practices.

  • Scognamillo, et al. v. Credit Suisse First Boston LLC, et al., No. C03-02061 (TEH), United States District Court, Northern District of California. Reported decision: 2005 U.S. Dist. LEXIS 20221 (N.D. Cal. Aug. 25, 2005)

This case involved allegations of stock price manipulation by investment bankers in connection with an Initial Public Offering. The Firm represented the former Chief Financial Officer of Netcentives, Inc. whose stock is alleged to have been manipulated. The Court granted the motion to dismiss filed by Bergeson, LLP, dismissing the action with prejudice against the former CFO of Netcentives. The Ninth Circuit affirmed the decision of the District Court.

  • In re Peregrine Systems, Inc. Securities Litigation, Case No. 02-CV-0870 BEN (RBB), United States District Court, Southern District of California

The Firm represented the former CEO of Peregrine Systems, Inc. in a shareholder class action in federal district court and related securities actions in state court.

  • Glidden, et al. v. SkillSoft PLC (fka SmartForce PLC), et al., No. C-04-4913-CRB, United States District Court, Northern District of California

The Firm represented SkillSoft PLC (fka SmartForce PLC) and two of its officers in an action arising out of the merger of IC Global Corporation with SmartForce PLC. Plaintiffs alleged fraud and negligent misrepresentation claims.

  • In re Cylink Securities Litigation, Master File No. C-98-04292 (VRW), United States District Court, Northern District of California. Decision reported: 274 F. Supp. 2d 1109 (N.D. Cal. 2003)

The Firm represented the Company’s former Vice President of Sales and Marketing. Plaintiffs alleged that the defendants, Cylink Corporation and various officers and directors, violated Section 10(b) of the Exchange Act and Rule 10(b)(5). Plaintiffs further alleged the individual defendants violated Section 20(a) of the Exchange Act. Plaintiffs contended that during the relevant period, defendants caused Cylink to publicly materially overstate revenues as a result of reckless and improper revenue recognition practices.

  • United States of America v. Frank Quattrone, No. 03CR582 (RO), United States District Court, Southern District of New York

The Firm represented a testifying witness called to testify during the trial of Frank P. Quattrone on charges of obstruction and witness tampering related to a U.S. Securities and Exchange Commission investigation of Credit Suisse First Boston LLC and its allocation of shares in IPOs it underwrote.