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Nader Mobargha is a partner of Beys Liston & Mobargha LLP and an experienced complex civil commercial litigator, with both trial and appellate experience at the state and federal level, and before the American Arbitration Association. His cases have included contract disputes, fraud, corporate governance matters, securities litigation, merger and acquisition disputes, international and domestic arbitration disputes, employment matters, partnership disputes, First Amendment issues, breaches of fiduciary duty, and several “bet the company” litigations. Mr. Mobargha has also served in an advisory capacity to Board of Directors of several companies advising them on disclosure requirements under the federal securities laws and their fiduciary duties to their shareholders; conducted various internal investigations for companies; and represented companies in regulatory actions and investigations brought by the Securities and Exchange Commission and the U.S. attorney’s Office.
In 2005, Mr. Mobargha was awarded the Pro Bono Publico Award for Outstanding Service, the highest award given by the Legal Aid Society, for his work on behalf of indigent New York immigrants.
Mr. Mobargha has published various articles including, the “Statute of Limitations and SEC Enforcement Proceedings; a Five-Year Look-Back at Johnson v. SEC, vol. LXXII No. 13, Aspen Law & Business; the Metropolitan Corporate Counsel, Jan. & Feb. 2002, Vol. 10, Nos. 1 & 2.
Recent Significant Commercial Litigation
- Represented individual directors on Investment Committee in class action lawsuit alleging violations of the Employee Retirement Income Security Act of 1974. Successfully negotiated a beneficial settlement at a fraction of the damages plaintiffs were seeking.
- Represented former manager and shareholder of maritime company in action against other major shareholder for his unlawful arrest of ship in different ports of the world and breach of fiduciary duty. Successfully tried action in federal court and obtained the unique equitable remedy requiring that the breaching shareholder forfeit his shares.
- Represented South American shareholders in class action against company and individual directors and shareholders alleging violations of the Commodities and Futures Exchange Act. Negotiated successful settlement for shareholders before trial.
- Represented federal cooperator in federal court concerning the confidentiality and sealing of his cooperation and First Amendment issues implicated in sealing.
- Represented real estate developer in partnership dispute with partner over ownership rights and claims to various properties. Successfully negotiated settlement of action and obtained $2.2 million in value for developer.
- Represented high speed electronic trading company in multiple actions filed by media company alleging breach of contract, promissory estoppel and tortious interference with business contract. Successfully dismissed all actions at pleading stage.
- Represented international Israeli investment banker in action filed by former employer alleging breach of contract, unjust enrichment, and misappropriation of trade secrets. Successfully dismissed action at pleading and appellate stages.
- Represented former executive and shareholder in action filed by media company alleging breach of contract of breach of contract, fraud and misappropriation of trade secrets. Successfully dismissed entire action at pleading stage.
Past Significant Commercial Litigation
- Representing General Electric Capital Corporation (“GE Capital”), the parent company of bankrupt retailer Montgomery Ward, Inc., in an adversary proceeding brought by the creditors’ committee against GE Capital, alleging fraud, breach of corporate fiduciary duty, equitable subordination, and unjust enrichment. The creditors’ committee was seeking damages in excess of $500 million. GE Capital was victorious on almost all the discovery issues, forcing the opposition to settle for $50 million.
- Representing Aames Financial Corporation (“Aames”) in a preliminary injunction action brought by Aames’ senior bondholders seeking to enjoin the company from refinancing its debt with its junior bondholders on the ground that it violated the contract between Aames and the senior bondholders. Aames won at all three stages of the litigation, including the TRO, motion to dismiss, and appeal, and avoided bankruptcy.
- Representing IMPATH, Inc. (“Impath”) in sixteen securities class action lawsuits filed against it alleging false and misleading statements made by Impath concerning its business prospects, financial condition, and operating performance. After a difficult settlement negotiation process and an objection filed by KPMG (Impath’s accounting firm), the district court ultimately approved the settlement.
- Representing Eastdil Realty Company, LLC, a real estate investment banking company and its individual directors in a motion to dismiss the complaint filed by a disgruntled bidder, alleging fraud in the sale process for the landmark General Motors Building located in Manhattan. The New York Supreme Court dismissed the case and the seller and purchaser of the building avoided unwinding a $1.4 billion real estate transaction.
- Representing Bank of America in a case brought by a Baltimore bank alleging Bank of America’s complicity in fraud perpetrated by rogue trader who lost $697 million by entering fictitious trades into bank’s system.
Significant Regulatory Representations and Internal Investigations
- Representing Millennium Chemical Corporation in an investigation by the SEC and the United States Attorney’s office concerning four separate financial restatements made by the company during two-year period.
- Representing company in Salt Lake City in internal investigation concerning rogue executive’s theft of corporate funds and receipt of kickbacks from various counterparties.
- Representing Electronic Data Systems, Inc. (“EDS”) in an internal investigation concerning possible violations of the Foreign Corrupt Practices Act in connection with a joint venture EDS was seeking with a Chinese company.
Significant Corporate Governance Matters
- Served as U.S. corporate governance expert in arbitration in Geneva, Switzerland and provided legal opinion on New York and Delaware corporate law and the interpretation of a limited liability company’s operating agreement. After reviewing opinion, the adversary in the arbitration decided not to hire their own expert to provide a rebuttal expert opinion. The client ultimately won the arbitration, partly based on Mr. Mobargha’s legal opinion.
- Advised startup company on corporate governance issues in shareholders’ Operating Agreement.
- Successfully represented shareholder in action concerning breach of Operating Agreement.