Tariq Mundiya is a partner and Chair of the Litigation Department, as well as a member of the firm’s Executive Committee. His practice focuses on internal investigations, securities and corporate litigation under the federal and state securities laws, and litigation arising out of mergers and acquisitions and other corporate control transactions. He regularly appears in federal and state courts around the country in corporate and M&A litigation.
Tariq is ranked among the leading individuals practicing in the area of Securities: Litigation (New York) by Chambers USA (2019). Chambers notes that clients have noted that he “has a fierce reputation, unparalleled knowledge of the securities laws and a fearsome track record, coupled with an uncompromising emphasis on victory” (2019), is “a real fighter who will pull out all the stops to get victory” (2017), a “tenacious” litigator (2018), “very, very smart” (2017), “a brilliant strategic thinker” (2016) bringing a “good combination of really expert legal analysis and really good tactics and strategy” (2015) with a “brilliant legal mind” (2015), as well as “a vital resource for any corporate board considering a corporate transaction” (2016). Chambers also reports clients as saying that he is “very strategic – he knows the rules and procedures like the back of his hands and he uses them to propel good outcomes” (2017), he "genuinely understands the sophisticated nature of international matters” (2016) and that “he’s very practical-minded and is able to read the client’s risk tolerance, needs and objectives very well” (2018). Legal 500 (2019) noted clients as saying he is: “an awesome attorney who comes up with innovative strategies to obtain the best possible results – he is not just book smart but also a master strategic thinker who exercises top-notch judgment” (Securities Litigation Defense) and “exceptional – never surprised and always fully engaged – and he has a deep bench supporting him” (M&A Litigation Defense).
In 2016, Tariq was named “Litigator of the Week” by The American Lawyer for his role in a landmark victory for client Kenneth Cole in the New York Court of Appeals, which led to application of Delaware Supreme Court precedent in “going private” transactions.
Recent Representative Cases
- Jiménez et al. v. Palacios et al. (Delaware Chancery Court) (Representing the board of directors of PDV Holding, Inc., CITGO Holding, Inc., and CITGO Petroleum Corporation, the U.S.-based subsidiaries of Petroleos de Venezuela, S.A. (“PDVSA”), in successfully obtaining a precedent-setting ruling in the Delaware Chancery Court that affirmed the legitimacy of the boards of directors of all of the U.S. subsidiaries of PDVSA.) (2019)
- In re Kenneth Cole Productions, Inc., Shareholder Litigation (represented Kenneth Cole in action brought by minority shareholders challenging going-private transaction involving Kenneth Cole Productions, Inc.; obtained dismissal in trial court, which was affirmed by the Appellate Division and the Court of Appeals; it is the first case under New York law to apply the business judgment rule to a going-private transaction where the transaction was conditioned on the dual protections of a “majority of the minority” voting provision, and the transaction is approved by a committee of independent directors; in 2016, The American Lawyer named Tariq “Litigator of the Week” for his role in the landmark victory in the New York Court of Appeals) (NY 2014-2016)
- In re Liberty Tax Securities Litigation (lead defense counsel in multi-forum class action securities and derivative litigation arising from disclosure of alleged mismanagement by controlling stockholder) (Delaware, New York & Virginia)
- Medina v. Clovis Oncology, Inc. (lead defense counsel in Section 10(b) and Section 11 claims arising from issuer announcement of FDA developments) (2016)
- Blank v. Trade Street Residential, Inc. (Circuit Court, Baltimore) (securing dismissal of all claims under Maryland law against hedge fund sued as alleged controlling stockholder in cash/stock third party merger) (Maryland, 2016)
- Third Point v. Ruprecht et al. (representing hedge fund Third Point in proxy-related litigation against board of directors of Sotheby’s for adopting poison pill; litigation resulted in three members of Third Point’s slate being placed on Sotheby’s board) (Del. 2014)
- Men’s Wearhouse v. Joseph A. Bank et al. (action against Joseph A. Bank board of directors for defensive acquisition of Eddie Bauer in response to Men’s Wearhouse’s acquisition proposal) (Del. 2014)
- LightSquared (representing controlling stockholder of DISH Network Corporation at trial in bankruptcy court and in derivative shareholder action (Bankr. S.D.N.Y and Nevada state court)) (2013-2014)
- In re Facebook, Inc. IPO Securities & Derivative Litig. (MDL) (representing Facebook, Inc. and its officers and directors in over 40 securities and derivative lawsuits filed in connection with Facebook’s May 18, 2012 initial public offering) (2013)
- In re MacAndrews & Forbes Litigation (arguing case in Delaware Supreme Court on behalf of MFW special committee in “going private” litigation, resulting in ruling that business judgment rule applies to controlling stockholder “going private” transactions) (Del. 2014)
- Litigation counsel to Third Point, a 5.8% stockholder of Yahoo!, in successful proxy contest that culminated in resignation of Scott Thompson, Yahoo!’s former Chief Executive Officer (2012)
- In re Artio Global Securities Litigation (represent Aberdeen Asset Management in class action litigation arising out of $175 million acquisition of Artio Global) (New York, Del) (2013)
- Rational Group US Holdings et al v. Resorts International Holdings LLC et al. (represent sellers of Atlantic Club casino in vacating temporary restraints obtained by potential buyer, and enforcing contractual termination provisions) (NJ) (2013)
- In re Quest Software, Inc. Shareholder Litig. (represent private equity buyer in litigation arising out of $2 billion “going private” transaction) (California & Delaware) (2012)
- In re Abovenet, Inc. Shareholder Litig. (represent target and board of directors in litigation arising out of $2 billion merger transaction) (2012) (New York and Delaware)
- Abu Dhabi Commercial Bank v. Morgan Stanley et al. (represent manager of $7 billion SIV in litigation brought by SIV investors for investment losses) (SDNY 2010-11)
- In re Amag Pharmaceuticals Inc. Securities Litigation (represent underwriters in claims under Section 11 and 12 of the 1933 Act arising out of secondary offering) (D.Mass and First Circuit, 2011-2012)
- In re Cogdell Shareholder Litig. (represent REIT acquiror in $765 million acquisition) (Maryland & North Carolina) (2012)
- In re JCrew Shareholder Litig. (represent CEO of JCrew in litigation arising out of $2.5 billion “going private” transaction) (Delaware & New York) (2011)
- In re Transatlantic Shareholders Litig. (represent potential acquiror in litigation arising out of $3 billion merger by shareholders and competing bidder) (Delaware & New York) (2011/2012)
- Arista Records, LLC. et al. v. Lime Wire, LLC et al. (represent defendant Lime Wire and its founder in damages phase of multibillion-dollar trial against the major record companies for inducing copyright infringement) (SDNY)
- In re Reserve Fund Class and Derivative Litigation (represent $51 billion money market fund in multi-district litigation and regulatory proceedings arising from “breaking of the buck”) (New York)
- Hollywood Pension Fund v. Barr Pharmaceuticals et al. (represent acquiror in litigation to enjoin $8 billion acquisition) (New Jersey)
- In re Sepracor Shareholders Litigation (defense counsel in stockholder litigation arising out of $2.6 billion acquisition) (Delaware)
- In re Electronic Data Systems Class Action Litigation (represent target in litigation to enjoin $14 billion merger) (Texas)
- United Rentals, Inc. v. RAM Holdings, Inc. (represent seller of company in action for specific performance against private equity buyer for breaching merger agreement) (Delaware Chancery Court)
- Converium Holding AG v. SCOR (represent target in action under the Williams Act against acquiror who made $3 billion unsolicited bid) (SDNY)
- Darquea v. Jarden Corp. (represent issuer and officers in 10b-5 action alleging misrepresentations regarding corporate acquisition) (SDNY)
- Third Point v. TXCO Resources, Inc. (represent hedge fund in action against company and directors for violating fiduciary duties in connection with proposed election of corporate directors) (Delaware Chancery Court)
- Baldwin v. Swanson et al. (represent successful hedge fund nominees in corporate election in action by losing directors of Massey Energy’s board of directors) (Delaware Chancery Court)
- WTG v. ConocoPhillips, et al. (represent investment bank in action by disappointed bidder against seller and its investment bank for breach of contract and tortious interference) (Texas)
- Ginsburg v. Philadelphia Stock Exchange et al. (represent stock exchange and its directors in action by former seatholders challenging sale of equity interests to six financial institutions) (Delaware Chancery Court)
- Simon Property Group et al. v. Taubman Centers, Inc. (represent acquiror in litigation arising out of unsolicited $1.8 billion bid for all outstanding shares of Taubman Centers) (D. Michigan; 8th Cir)
- In re Titan Securities Litigation (represent issuer in 10b-5 class actions arising from alleged violations of the Foreign Corrupt Practices Act and litigation arising from the acquisition of Titan by L-3 Communications) (California, Nevada and Delaware)
- In re UICI Shareholder Litigation (represent investment bank in action by shareholders against issuer and investment bank in sale to private equity buyers) (Texas)
- In re Nations Funds Mutual Funds Securities Litigation (represent mutual fund directors in multidistrict class and derivative actions arising out of alleged mutual fund market timing (D. Maryland.) and related SEC and New York Attorney General proceedings)
- In re Eon Sec. Litigation (represent target in action to enjoin vote on $8 billion merger transaction) (Delaware Chancery Court)
- In re Chelsea Property Group Sec. Litigation (represent acquiror in action to enjoin $4 billion merger) (New Jersey)
Tariq has authored numerous articles on legal developments, principally in the field of federal and state securities laws, and the liability of financial institutions:
- “New York Appeals Court Applies Business Judgment Rule to Going Private Transaction” (Harvard Law School Forum on Corporate Governance and Financial Regulation; co-author) (November 2014)
- "Diluting the Significant Stockholder to Satisfy Revlon," INSIGHTS: The Corporate & Securities Law Advisor 27.1 (January 2013)
- "‘Well, Now I’m Screwed. I Can’t Sell.’ The Words That Will Take The SEC’s Insider Trading Case Against Mark Cuban To Trial" (Metropolitan Corporate Counsel; co-author) (April 2013)
- "Pack Your Bags And Renew That Passport: Duties Of Independent Directors Of Delaware Corporations Having Significant Operations Or Assets Abroad," (Metropolitan Corporate Counsel) (February 2013)
- "Delaware Chancery Court Refuses to Hold Citigroup’s Directors Personally Liable for Failing to Monitor Risks Associated With Citigroup’s Subprime Exposure" (Metropolitan Corporate Counsel; co-author) (May 2009)
- "Directors Fiduciary Duties During the Credit Crunch" (New York Law Journal) (January 2009)
- "Federal District Court in Mark Cuban Case Issues Decision on Misappropriation Theory of Insider Trading (Metropolitan Corporate Counsel; co-author) (November 2009)
- "Fairness Opinions: Courts Scrutinize Role of Investment Banks" (New York Law Journal) (May 29, 2008)
- "Delaware Chancery Court Highlights Pitfalls of a Flawed Special Committee Process in Interested Merger Transactions" (Metropolitan Corporate Counsel) (March 2006)
- "Delaware Supreme Court Strikes Down Absolute Lock-Up of Merger as Preclusive and Coercive Defensive Measure" (Metropolitan Corporate Counsel) (2003)
- "Liability of Investment Banks For Providing Financial Advice" (Vol. 27, No.3, Sec. Reg. L. Journal) (Fall 1999)
- "Delaware Chancery Court Strikes Down Target's Adoption Of Delayed Redemption Poison Pill" (Metropolitan Corporate Counsel; co-author) (1999)
- "Delaware Supreme Court Finds That Delayed Redemption Or Limited No Hand Poison Pill Violates Delaware Law" (Metropolitan Corporate Counsel; co-author) (1999)
- "Investment Banker Liability: A Postscript" (Vol. 12 No. 1 INSIGHTS: The Corporate and Securities Law Advisor 30) (January 1998)
- "Liability of Investment Banks: An Update on Recent Developments" (Vol. 11, No. 10 INSIGHTS: The Corporate and Securities Law Advisor 15-21) (October 1997)
- "Liability of Investment Bankers: The Ninth Circuit’s Decision in In re Daisy Systems" (Corporations, Aspen Law & Business; co-author) (October 1996)
- "Extraterritorial Injunctions Against Sovereign Litigants in U.S. Courts: The Need for a Per Se Rule" (44 Int’l Comp. L.Q 893-904) (October 1995)
- "US Court Invites Foreign Litigants to Use US Discovery Laws" (42 Int’l Comp. L.Q. 356-366) (April 1993)
- "Review" (15 Comp. Lab. L.J. 119-126) (review and analysis of Conditions of Work Digest: Combating Sexual Harassment at Work) (Fall 1993)