Jason M. Halper 

Partner – New York
T.+1 212 504 6300
jason.halper@cwt.com
200 Liberty Street
New York , NY 10281 V-CARD

Jason Halper, Chair of the firm’s Global Litigation Group, is a recognized leader in the fields of financial services and securities law and corporate governance/M&A. Clients turn to Jason because of his proven track record over 25 years of obtaining results that meet each client's unique needs -- as described in Chambers USA, he "takes the time and energy to really understand the client” and "focuses on what is important."

Jason is an experienced litigator and trial lawyer. For over 25 years, he has represented financial institutions, hedge funds, Fortune 500 companies and other clients in high-stakes litigation and regulatory matters.  He also is a member of the Trial Bar of the Northern District of Illinois and has tried cases to jury verdict or decision in federal and state courts, regulatory tribunals and arbitrations around the country.

Jason is an adjunct professor in corporate and securities law at the University of Pennsylvania Law School, and a frequent speaker and author. He is a member of the Advisory Board of Harvard Law School's Program on Corporate Governance and a regular Guest Contributor to the Harvard Law School Forum on Corporate Governance and Financial Regulation.  He has published there as well as in, among others, Bloomberg, Thomson Reuters, The New York Law Journal, Law360, Columbia Law School’s Blue Sky Blog on Corporations and the Capital Markets, The Review of Securities & Commodities Regulation, Insights: The Corporate and Securities Law Advisor, The M&A Lawyer and Transaction Advisors.  He has been recognized for his legal abilities by numerous publications and associations, including:

  • Chambers USA as a leading securities and commercial litigation defense attorney, noting that he is "unbelievably responsive and unbelievably skilled - his legal drafting is incomparable" and that he is "incredibly smart and very capable in the courtroom."
  • Legal 500 USA as "highly knowledgeable and capable" and "extremely good in the courtroom."
  • Benchmark Litigation, nationally and in New York, as a litigation "star" capable of handling complex business disputes anywhere in the country.
  • Best Lawyers in America (Commercial Litigation)
  • New York Super Lawyers
  • Marquis Who's Who in American Law and Who's Who in America
  • Fellow, Litigation Counsel of America
  • Advisory Board Member, Harvard Law School Program on Corporate Governance
  • Advisory Board Member, Bloomberg Law: Corporate Transactions
  • "AV Preeminent" Peer Review Rated, Martindale-Hubbell's highest peer acknowledgment of ethical standards and legal ability
  • He has been quoted in The New York Times and by, among others, Thomson Reuters, Bloomberg, Compliance Week, The Financial Times Agenda, Law360 and the International Financial Law Review on legal issues affecting business.

His clients include public and private companies, underwriters, lenders, professional firms, corporate directors and other individuals in a variety of industries, including financial services, energy, defense, pharmaceuticals, manufacturing, real estate, supermarkets and telecommunications.

Jason represents these clients in securities, derivative, ERISA and RICO class actions, SEC and stock exchange investigations and arbitrations, internal investigations, suits claiming breaches of fiduciary duty, insider trading or other misconduct by corporate directors, substantial financial instrument and other contract disputes, bankruptcy-related proceedings, and litigation arising from M&A or other transactions involving changes in or contests for corporate control in Delaware Chancery Court and elsewhere.

Jason is or has been a member of the Federal Courts Committee of the New York City Bar Association, the Programming Committee of the Federal Bar Council, and various American Bar Association Committees focused on business law. Jason’s community service activities include serving as Chair of the New York Regional Board of the Anti-Defamation League, a member of the Board of Directors of the Legal Aid Society, and a past member of the Executive Board of the GlamourGals Foundation.

Jason received his undergraduate degree from the Wharton School of the University of Pennsylvania and graduated cum laude from Fordham University School of Law, where he was the Articles & Commentary Editor of the Fordham Law Review. Following graduation, he served as a law clerk to the Honorable David N. Edelstein of the U.S. District Court for the Southern District of New York. Jason is admitted to practice in New York and before the U.S. Courts of Appeal for the District of Columbia and Second and Third Circuits and the U.S. District Courts for the Southern and Eastern Districts of New York, the Northern District of Illinois and the District of Colorado.

Securities Litigation

  • A hedge fund in connection with allegations of improper trading in the securities of a company in which it was invested and on whose board it had representatives.
  • An oil and gas producer in a bondholder class action commenced in the Southern District of New York challenging the terms of a debt exchange offer.
  • A global financial institution in multi-state litigations relating to claims of manipulative conduct in violation of state securities laws and RICO in connection with certain short selling activities.
  • A global financial institution in litigation in Illinois, Nevada, New York, Ohio and Oklahoma federal courts relating to the issuance of commercial mortgage-backed securities involving commercial loans originated by the financial institution.
  • A global pharmaceutical company and its directors in federal securities and ERISA class actions and derivative litigation relating to the marketing and sale of certain classes of drugs.
  • A major financial institution's directors in numerous shareholder derivative actions over a 10-year period claiming breaches of fiduciary duties.
  • A financial institution in a shareholder class action challenging its merger with another industry participant.

SEC, Stock Exchange and Other Regulatory Investigations

  • A global investment bank in connection with an SEC inquiry into prime brokerage activities.
  • A global commodities trading firm in connection with a stock exchange inquiry into trading practices by certain employees.
  • A global consulting firm in connection with an FTC investigation into potential anti-competitive practices by the firm’s client.
  • A public company director in connection with a FINRA investigation into trading in the company’s securities.
  • A public REIT in the hospitality business in connection with a cybersecurity breach at its reservations system vendor
  • A medical devices company in connection with an SEC investigation into alleged FCPA and related books and records violations.
  • A former employee of an international financial institution in connection with a CFTC investigation into alleged manipulation of reference benchmark rates.
  • A global financial institution in connection with a FERC investigation and lawsuit related to alleged manipulation of commodity prices.
  • A global financial institution in connection with a FINRA investigation into alleged FINRA Rule violations by employees in its prime brokerage business.
  • A financial institution and one of its senior executives in an SEC insider trading investigation.
  • A multi-billion dollar hedge fund in an SEC investigation into trading and disclosure practices.
  • A broker-dealer in a New York Stock Exchange investigation into alleged improper trading in and handling of customer accounts.

Financial Instruments and Other Contract Disputes

  • A hedge fund in litigation in the Southern District of New York asserting that an asset management firm, which had seeded the fund, breached its contractual and disclosure obligations to the fund.
  • A public global consulting firm in connection with disputes arising out of hiring a competitor’s former employees.
  • A multi-national corporation in federal court in Nebraska and New York concerning disputed obligations under guaranteed investment contracts.
  • A global financial institution in six federal court actions relating to its origination, underwriting or closing of commercial loans securitized in CMBS transactions.
  • An investment management firm in one federal and two state court actions commenced by investors in synthetic and cash collateralized debt obligations (CDO) claiming that the investment firm failed to properly manage the underlying reference portfolio or assets of the CDO.
  • A global financial institution in litigation involving claims that it breached an oral contact requiring it to convey its interest in a mezzanine loan to the borrower.
  • A real estate investment firm in litigation commenced by a junior loan participant in connection with a contemplated sale of the loan.
  • A global financial services company in litigation seeking to require the repurchase of securitized loans.
  • A military defense contractor in litigations in California state court defending claims by former employees asserting breach of an oral contract to provide them an interest in one of the company’s operating units, and asserting misappropriation of trade secrets and breach of contract claims against one of the former employees.
  • A nuclear fuel producer in four federal court actions claiming that it breached contracts for the sale of uranium.
  • A nuclear fuel producer in four actions pending in Australia commenced against it by a party to a joint venture agreement asserting claims for breach of the joint venture agreement and related alleged misconduct in connection with the development of one of the world’s largest uranium resources located in South Australia.

Corporate Governance and M&A

  • A hedge fund in litigation in Delaware Chancery Court asserting claims that a company in which it invested failed to timely hold its annual meeting or to qualify the fund’s nominees to the board so as to avoid triggering change-in-control/proxy put penalties in the company’s financing and employment arrangements.
  • A public real estate development company in litigation in Delaware Chancery Court commenced by a minority stockholder alleging breach of fiduciary duty in connection with the board’s approval of certain executive compensation arrangements.
  • A public REIT in derivative litigation challenging the board’s approval of certain agreements with its affiliates.
  • A financial services firm in connection with an appraisal proceeding in Delaware Chancery Court arising out of the Dell take - private transaction.
  • A technology services company in litigation in Delaware Chancery Court arising out of its acquisition of another industry participant.
  • The controlling stockholder of two global media companies in Delaware Chancery Court arising out disputes relating to board composition and other corporate matters.
  • Investors in a publicly traded asset management company seeking appraisal of their shares following a merger transaction.
  • A global pharmaceutical company in a Delaware Chancery Court action arising from its unsolicited acquisition offer for and attempt to elect a majority of directors of another industry participant.
  • A global pharmaceutical company in litigation in Delaware Chancery Court and New Jersey state and federal courts arising from its proposed acquisition of another industry participant.
  • A regional airline in concurrent Delaware Chancery and federal court litigation arising from its unsolicited acquisition offer for another airline.
  • An international hotel operator in concurrent Delaware Chancery and federal court actions arising from a contested election of directors and related federal securities law claims.
  • The CEO of an international clothing retailer in a Delaware Chancery Court action and related special committee investigation into corporate transactions supposedly benefiting the CEO.
  • The founder of a technology company in concurrent New Jersey Chancery and federal court litigation involving a contested election of directors and related federal securities law claims.
  • Outside directors of a closely held company in litigation by minority shareholders claiming oppression, self-dealing and breaches of fiduciary duty.
  • A software company in an action seeking to enjoin its merger with another industry participant.
  • A financial institution’s directors in derivative litigation and a related special committee investigation challenging allegedly deceptive trading activity.

 

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Jason M. Halper 

Admissions

  • U.S. Court of Appeals, District of Columbia Circuit
  • U.S. Court of Appeals, 2nd Circuit
  • U.S. Court of Appeals, 3rd Circuit
  • U.S. District Court, Southern District of New York
  • U.S. District Court, Eastern District of New York
  • U.S. District Court, Northern District of Illinois
  • U.S. District Court, District of Colorado
  • New York

Clerkship

  • Hon. David N. Edelstein
    U.S. District Court, Southern District of New York

Education

  • Fordham University, School of Law
    J.D., 1991, cum laude
  • University of Pennsylvania, Wharton School of Business
    B.S., 1988

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