Over the past two decades, Grant & Eisenhofer has profoundly helped to shape the contours of investor-protection litigation. We are on a mission – to uncover corporate misconduct, mitigate the damage, drive necessary structural change and hold those responsible accountable.
Our team has secured a number of record-breaking class action recoveries. But what truly sets us apart is our decisive leadership in achieving fundamental corporate governance reforms. By identifying fraud or systemic weaknesses, and crafting innovative legal strategies, we continue to lift shareholder rights and protections to unprecedented new heights.
Turning the Tables – Featured Case Highlights
Here are three instances in which we “turned the tables,” giving shareholders the meaningful corporate governance rights they deserve:
- Del Monte / “Staple Financing” Reform
In this case we shined a spotlight on the then-common practice of “staple financing,” in which a company’s financial advisor also provided financing for bidders, creating a conflict of interest and suppressing competitive bidding. Through our litigation, the board learned it had been defrauded by both its banker and its financial advisor. The case resulted in an approximately $90 million recovery. - Transforming Proxy Access in Director Elections
For decades, shareholders sought the right to include their director nominees in corporate proxy statements yet were repeatedly rebuffed by the SEC under Rule 14a-8. We challenged this long-standing roadblock, obtaining a federal court order in New York declaring the SEC’s prohibition unlawful. Since then, nearly every major public company has adopted some form of proxy-access bylaw, fundamentally changing how director elections take place. - Along similar lines, we are currently challenging Exxon Corporation’s “retail voting” program, which is directly compromising the voting rights of public stockholders and violating federal securities laws.
What we See on the Horizon
Shareholder Activity At or Near Historic Highs
- Activist demands increasing, with proxy contests not only more frequent, but more costly for companies
- Beyond money or mere oversight, shareholders concerned with more strategic reforms and governance – such as restructuring, M&A justification and fairness, compensation, risk disclosure practices, and other forward-looking issues.
Shareholders Looking Beyond Boards
- CEOs and other top leadership increasingly litigation targets, especially likely where underperformance or mismanagement are factors
Developing Areas Increasing Corporate Liabilities
- Companies utilizing AI and other emerging tech facing increased litigation risks
Shareholders holding corporate leadership accountable for promises and risk assessment and disclosures
The Reason Plaintiffs Hire Us
Creatively applying and, via precedent, helping to advance Delaware’s elite corporate case law, we regularly pursue instances of:
- Securities fraud
- Corporate fiduciary responsibilities
- Shareholder proposals under SEC Rule 14a-8
- Other corporate governance matters
Our group’s co-leaders set the tone for the rest of our deep and sophisticated bench:
- Christine Mackintosh’s credibility, insights and judgment are well-established: she is regularly appointed by the Delaware Supreme Court to serve on committees, in advisory roles, and as a Special Master, reflecting both the caliber of her experience and the strength of the arguments she has presented over the years.
- Clients also count on the seasoned leadership of Michael Barry, whose deep experience, strategic mindset and acute understanding of securities regulations, governance law and corporate mechanics ensure that client matters will be handled skillfully and tenaciously.
