Mike Isenman, a partner in Goodwin’s Complex Litigation & Dispute Resolution and Securities Litigation and SEC Enforcement practices, focuses his practice primarily on securities, ERISA, class action, and other complex litigation, with a particular emphasis on matters involving mutual funds, other registered investment companies, and financial institutions. Mr. Isenman represents clients in federal courts throughout the country, in commercial arbitrations, and before federal and state government agencies. He counsels clients on a variety of regulatory and compliance matters arising under the federal securities laws.
Mr. Isenman served as Hiring Partner for Goodwin’s Washington, D.C. Office from 2004-2013, and on the firm’s Attorney Review Committee from 2013-2019.
Mr. Isenman represents mutual funds, investment advisers, fund and retirement plan service providers, insurance companies, hedge funds, other financial services companies, and their respective officers and directors in a variety of litigation and regulatory contexts, including class actions, shareholder derivative demands and litigation, internal investigations, and governmental investigations and inquiries.
Outside of the financial services arena, Mr. Isenman frequently represents companies in class actions, complex business disputes, and other litigation.
Examples of recent representations include:
Mutual Fund Excessive Fee Litigation
- A top-10 asset manager by AUM, successfully obtaining summary judgment in consolidated actions brought under Section 36(b) of the Investment Company Act of 1940 alleging that it charged mutual funds excessive investment advisory fees, premised on the allegation that it provided substantially similar services for a lower fee as a subadviser to other mutual funds.
- A top-10 asset manager by AUM, successfully obtaining dismissal on the pleadings, and successfully defending that dismissal on appeal, of a complaint brought under Section 36(b) of the Investment Company Act of 1940 alleging that it charged a mutual fund excessive investment advisory fees, premised on the allegation that it charged an allegedly similar mutual fund lower fees and that other allegedly peer funds paid lower fees.
Mutual Fund Shareholder Demand Investigations and Derivative Actions
- The demand review committee of a mutual fund board, investigating a shareholder demand that alleged that the board and the fund’s investment adviser had violated their respective duties when the fund invested in an affiliated fund.
- The demand review committee of a closed-end fund board, investigating a shareholder demand that asserted that the board had breached its fiduciary duties by allegedly failing to take sufficient action to address market price discount to NAV.
- The demand review committee of a mutual fund board, investigating a shareholder demand that alleged that the board had breached its fiduciary duties by approving certain investment advisory agreements that called for the payment of allegedly excessive advisory fees.
- The independent trustees of a group of mutual funds, successfully obtaining the dismissal of a putative shareholder derivative and class action that alleged breach of fiduciary duty in connection with the sale of the mutual funds’ investment adviser, and successfully defending that judgment on appeal. Halebian v. Berv, 869 F. Supp. 2d 420 (S.D.N.Y. 2012), aff’d, 548 Fed. Appx. 641 (2d Cir. Nov. 12, 2013).
- A national association of registered investment companies, filing amicus briefs on its behalf in the U.S. Supreme Court and the U.S. Court of Appeals for the Ninth Circuit in connection with the Ninth’s Circuit’s decision in Northstar Financial Advisors, Inc. v. Schwab Investments.
Other Mutual Fund Litigation
- A large mutual fund complex, successfully obtaining the dismissal of a putative 10b-5 class action alleging that fund prospectuses falsely represented that class A shares were better long-term investments than other share classes.
- The independent trustees of the boards of several closed-end funds, defending the trustees in litigation brought by an activist investor.
- A closed-end fund and its board’s special litigation committee, successfully defending the fund in an action brought by another closed-end fund arising out of a contested proxy contest.
- A large financial services company, successfully trying a lawsuit against a well-known mutual fund market-timer.
- Several large asset managers, defending each in separate ERISA class actions challenging the use of the asset manager’s own investment products in its 401(k) plan.
- A large financial services company and plan provider, defending an ERISA class action challenging the provider’s participant loan program.
- A large financial services company and plan provider, defending an ERISA excessive fee class action filed against both the plan provider and the plan sponsor.
- A large financial services company, defending an ERISA "stock-drop" class action alleging breach of fiduciary duty in connection with origination and underwriting of sub-prime loans.
Other Financial Services Litigation and Investigations
- A large financial services company, successfully obtaining the dismissal of several putative class actions challenging the company’s use of retained asset accounts to settle life insurance claims, and successfully defending those dismissals on appeal.
- A large financial services company, successfully obtaining the dismissal of a putative class action challenging an increase in cost-of-insurance charges in universal life insurance contracts.
- A special committee of the board of directors of a privately-held company, successfully negotiating the resolution of a dispute with a controlling shareholder.
- Various financial services companies, investment advisers and related entities in connection with investigations or inquiries by the SEC, the FTC, the New York Attorney General's Office and other government regulators.
Mr. Isenman was a partner at Shea & Gardner prior to its combination with Goodwin in 2004.
Mr. Isenman has served on the New York City Bar Committee on Investment Management Regulation since 2018. Mr. Isenman is a member of the Federal Bar Association and the New York City Bar Association.
The University of Michigan Law School
Hon. David M. Ebel, U.S. Court of Appeals for the Tenth Circuit
- District of Columbia
- Federal Bar Association
- New York City Bar Association
- U.S. Supreme Court
- U.S. Court of Appeals for the First Circuit
- U.S. Court of Appeals for the Second Circuit
- U.S. Court of Appeals for the Third Circuit
- U.S. Court of Appeals for the Sixth Circuit
- U.S. Court of Appeals for the Seventh Circuit
- U.S. Court of Appeals for the Ninth Circuit
- U.S. Court of Appeals for the Tenth Circuit
- U.S. Court of Appeals for the Eleventh Circuit
- U.S. Court of Appeals for the District of Columbia Circuit
- U.S. District Court for the District of Columbia
- U.S. District Court for the District of Colorado
- U.S. District Court for the District of Maryland
Recognition & Awards
Mr. Isenman is peer-rated AV® Preeminent™ in Martindale-Hubbell. Mr. Isenman was named in The Legal 500 United States as a recommended lawyer in securities litigation from 2014 - 2019, in shareholder litigation in 2015, and in ERISA litigation in 2014. While attending law school, Mr. Isenman served as Article Editor of the Michigan Law Review. Mr. Isenman has been recognized by The Best Lawyers in America Best Lawyers for his work in Mutual Funds Law 2023.
Representative Published Cases
- Goodman v. JP Morgan Inv. Mgmt, 301 F. Supp. 3d 759 (S.D. Ohio 2018), aff’d, 954 F.3d 852 (6th Cir. 2020).
- Pirundini v. JP Morgan Inv. Mgmt, 309 F. Supp. 3d 156 (S.D.N.Y. 2018), aff’d, 765 Fed. Appx. 538 (2d Circ. 2019).
- Halebian v. Berv, 869 F. Supp. 2d 420 (S.D.N.Y. 2012), aff’d, 548 Fed. Appx. 641 (2d Cir. 2013).
- Philips v. Prudential Ins. Co. of America, 714 F.3d 1017 (7th Cir. 2013).
- Prudential Ins. Co. of America v. Prusky, 413 F. Supp. 2d 489 (2005) (motion to dismiss),473 F. Supp. 2d 629 (E.D. Pa. 2007) (summary judgment),2008 U.S. Dist. LEXIS 26330 (E.D. Pa. March 31, 2008) (trial).
- Prusky v. Prudential Ins. Co. of America, 44 Fed. Appx. 545 (3d Cir. 2002).
- “Courts Extinguishing Last Embers of Excessive Fee Cases,” BoardIQ, August 25, 2020 (quoted)
- “Investment Company Act Circuit Split Exposes Mutual Funds,” Law360, August 26, 2019 (authored)
- “2nd Circ. Affirms Toss Of JP Morgan Investor Fund Fees Suit,” Law360, March 18, 2019 (mentioned)
- “November Calamos Trial Will Scrutinize Board’s 15(c) process,” Fund Directions, October 26, 2018 (quoted)
- “Axa Prevails Again in Excessive Fee Case,” Fund Directions, July 17, 2018 (quoted)
- “Funds on Alert for New 36(b) Legal Strategies,” Fund Directions, June 4, 2018 (quoted)
- “Met-West Motion Ties Client Privilege War,” Fund Directions, June 5, 2018 (quoted)
- “BlackRock Fee Suit Moves Closer to Trial,” Ignites, June 15, 2018 (quoted)
- “Axa Prevails (Again) in '40 Act Fee Case,” Ignites, July 11, 2018 (quoted)
- “Is 36(b) Drying Up?” Fund Directions, June 1, 2018 (quoted)
- “MetWest Judge's Privilege Ruling a Comfort to Fund Boards, Counsel,” Fund Board Views, May 31, 2018 (quoted)
- “JP Morgan Beats Investor Suit Over Mutual Fund Fees,” Law360, February 14, 2018 (mentioned)
- “Canceled Hearing a 'Strong Indicator' Appeals Court to Side With Axa: Lawyer,” Ignites, Jan. 26, 2018 (quoted)
- “Cheaper Fee-Suit Settlements Likely After Hartford, Axa Wins,” Ignites, March 16, 2017 (quoted)
- “Voya Settles Suit Over Fees of $2B Real Estate Fund,” Ignites, October 18, 2017
- “Fee-Case Plaintiffs Still Win Early, but That May Change,” BoardIQ, April 25, 2017 (quoted)
- “Why Settlement Values in '40 Act Fee Cases May Drop,” Ignites, January 13, 2017 (quoted)
- “Comparing, Contrasting the Axa and Hartford Fee Trials,” Ignites, December 30, 2016 (quoted)
- “Recent 36(b) Rulings Bolster Defense-side Momentum,” Fund Board Views, December 9, 2016 (quoted)
- “Russell Fee Case Heads to Trial Sans Board Process Question,” BoardIQ, Nov. 29, 2016 (quoted)
- “Court Whittles Excessive-Fee Claims Against Russell,” Ignites, November 21, 2016 (quoted)
- “Axa Plaintiffs to Judge: Here’s the Evidence You Missed,” Ignites, September 23, 2016 (quoted)
- “Decision in AXA Excessive-Fee Lawsuit Preserves the Status Quo,” Investment News, August 31, 2016 (quoted)
- “Axa Decision Has Tips, Warnings for Others Facing Fee Suits,” Ignites, August 30, 2016 (quoted)
- “MetLife SIFI Fight Draws Clashing Takes On Designation,” Law360, September 25, 2015 (mentioned)
- “Default Benefit Payment Option Complied with Terms of Policy State Law,” Insurance Law Daily, May 7, 2013 (mentioned)
- “Appeals Court Ends Citi Board Case After Seven Years,” Fund Director Intelligence, November 15, 2013 (quoted)
- “No Harm Done In Payout Suit, Prudential Tells 7th Circ.,” Law360, April 9, 2012 (quoted)
- “Prudential Dodges Improper Investment Class Action,” Law360, Nov. 29, 2011 (mentioned)
- “Keeping Score; Legal Business,” Legal Times, March 5, 2007 (quoted)