Douglas has a thirty-five year history of running significant matters on behalf of US-based and global investment banks, corporations, boards of directors, and individuals spanning a gamut of substantive areas from securities cases, M&A matters, complex commercial and real estate disputes, SEC investigations, among many others. Since joining Goodwin in 2019 Douglas has continued to run such matters, including the following:
Securities, Corporate Governance and Shareholder Matters
- Representations of Goldman Sachs & Co. and certain of its managing directors and affiliates in numerous actions, including (i) a series of litigations brought in the Courts of Puerto Rico by the leading bond insurance companies alleging that Goldman mislead the insurers in connection with billions of dollars of bonds issued by the Commonwealth of Puerto Rico in which the firm has obtained the dismissal of each of the lawsuits; (ii) a litigation in New York Supreme Court’s Commercial Division alleging violations of an LLC agreement and breach of fiduciary duty by a Goldman designee on the LLC’s board in connection with Goldman’s investment in a fintech startup which resulted in a settlement where Goldman paid nothing and obtained dismissal with prejudice and a complete release; (iii) a suit in the New York Supreme Court’s Commercial Division alleging that Goldman violated Section 11 of the Securities Act in connection with the sale of Goldman’s investment in a major healthcare provider in which the Firm obtained a dismissal with prejudice of the major claims and settlement of the remainder with no payments by Goldman; and (iv) an ongoing suit in Federal Court in the District of Columbia alleging that, in connection with Goldman’s investment in a Paris based computer game manufacturer, Goldman violated RICO, antitrust and copyright laws
- Ongoing representations of various underwriter syndicates including Goldman Sachs, Deutsche Bank, Citibank and JPMorgan Chase, in a series of class action matters in pending in Federal Courts in the Southern and Eastern Districts of New York and the New York State Courts alleging violations of the Federal Securities Laws in connection with the clients underwriting of common stock offerings, primarily of non-US based issuers. All of these matters which have been resolved have resulted in the dismissal with prejudice of all claims against Goodwin’s clients
- Ongoing representation of a publicly traded REIT and its board of directors in (i) a series of litigations pending in the Federal Courts in the Eastern District of New York and Eastern District of Pennsylvania alleging that the REIT violated the federal securities law by making misleading and materially omissive disclosures in the proxy statement it issued in connection the sale of many of its properties and its subsequent merger with another publicly traded REIT and (ii) class action cases brought in Federal and State Courts in Maryland by the REIT’s preferred shareholders claiming that the sales and the merger were a violation of the preferred shareholders rights and a breach of the directors’ fiduciary duties
- Ongoing representation of the former CEO and CFO of a technology based start-up in connection with (i) a Section 10(b) and Section 11 class action litigation pending in the United States District Court for the Southern District of Florida and (ii) a companion SEC investigation relating to the corporate controls disclosed in connection with the Company’s 2021 IPO
- Representation of the independent directors of a publicly traded REIT management company in connection with the directors investigation shareholder and whistleblower complaints that the company’s CEO and CFO had breached their fiduciary duties and engaged in other wrongful conduct in running the REIT being managed by the company
- Successful representation of a life science oncology company in a securities class action litigation in the New York Supreme Court claiming that our client fraudulently reported the results of its clinical trial results in its prospectus issued in connection with its initial public offering. Following our filing of a motion to dismiss the complaint, the Plaintiffs agreed to voluntarily dismiss their complaint with prejudice
- Ongoing representation of Houlihan Lokey in connection with a dissenter’s rights action pending in the Grand Court of the Cayman Islands and a related action under 28 USC 1782 pending in the Federal Court in the Central District of California relating to Houlihan’s provision of a fairness opinion to the independent committee of a Chinese based company in connection with the largest “going private” transaction ever in China
- Successful representation of Brookfield Property Partners and its board of directors alleging that Brookfield and the directors violated the federal securities laws by filing a false and misleading Registration Statement in connection with an $8.5 billion dollar transaction whereby Brookfield would take private its Canadian real estate assets. Following motion practice, plaintiff agreed to voluntarily dismiss the complaint with prejudice and no payment from Brookfield
- Successful representation of Duff & Phelps in connection with a dissenter’s rights action pending in the Grand Court of the Cayman Islands and a related action under 28 USC 1782 pending in the Federal Court in Southern District of New York relating to Duff & Phelps’s provision of a fairness opinion to the independent committee of a Chinese based company in connection with a “going private” transaction of a China-based technology company
Real Estate and Commercial Matters
- Successful representation of Vanbarton Group in (i) a lawsuit seeking over $100 million damages brought by an investor group in New York Supreme Court alleging that Vanbarton had engaged in a bad faith UCC foreclosure when it marketed and then purchased a development site in the Manhattan’s Nomad neighborhood after the developer had defaulted on its Mezzanine loan with Vanbarton which, after briefing and oral argument, resulted in the dismissal of all claims against Vanbarton and (ii) the ongoing representation of Vanbarton in a series of lawsuits relating to $40 million in mechanic lien claims resulting from work done before Vanbarton foreclosed on the development site
- Ongoing representation of affiliates of Mack Real Estate in an arbitration against a managing member of an LLC who defaulted on its obligations to Mack related to the development and operation of a series of residential properties located in upper Manhattan
- Representation of Brookfield Properties in connection with a series of disputes in the state and federal courts in New York with tenants and venture partners relating to Brookfield’s efforts to upgrade its flagship Brookfield Place office complex in lower Manhattan and its development of the Atlantic Yards in Brooklyn New York
- Ongoing representation of a real estate investment fund in connection with a dispute with funds investors resulting from cost overruns in the development of a luxury Hotel/Residential property in Napa Valley which resulted unanticipated capital calls on the investors
- Ongoing Representation of a hospitality investment fund in connection with a lawsuit in Tennessee state court brought by an unsuccessful bidder for a hotel who claimed that Goodwin’s client breached it’s duty of fair dealing by accepting “earnest money” deposits and ultimately selling to another buyer when the would-be purchaser defaulted under the purchase agreement
- Ongoing representation of Voodoo SA, a French video game manufacturer, in a trademark and copyright lawsuit in the Federal Court in the District of Columbia
- Ongoing representation of a publicly traded REIT Management Company in a dispute with its managed REIT relating to the terms and conditions of a long-term management contract which resulted in a a successful and amicable termination of the management contract on very favorable terms to the Company. Ongoing representation of publicly traded Mortgage Finance Company and its board of directors in an arbitration with its former CEO who alleges that the Company breached his employment contract and the director violated their fiduciary duties when the board terminated the CEO for cause after an investigation of employee complaints about the CEO’s behavior. Professional Activities
Douglas is a member of the American Bar Association and Association of the Bar of the City of New York. Douglas is also a member of the Board of Directors of the Committee for Civil Rights Under Law.
Professional Activities
Douglas is a member of the American Bar Association.
