Managing Portfolio Company Risk: Navigating Compliance and Liability Considerations for PE and VC Sponsors

Webinar

Tuesday, March 10

Event details

Tuesday, March 10

This event is in the past. See recordings and other materials from this event below.

Private equity (PE) and venture capital (VC) sponsors face ever evolving legal and regulatory risk tied to their portfolio company oversight and financing mechanisms. As expectations increase, sponsors must carefully balance governance responsibilities with the risk of heightened liability exposure.

Members of McDermott Will & Schulte’s cross-practice team and General Counsel and Chief Compliance Officer at Level Equity, Ben Magleby, shared practical insights on navigating these complex issues and protecting your organization.

Discussion topics included:

Emerging liability theories for PE and VC sponsors, including alter-ego and intent to be bound concepts
Proactive strategies for sponsors, investment advisors, and portfolio company management to mitigate compliance and liability exposure
Balancing effective oversight without excessive entanglement with portfolio companies
Enforceability concerns impacting pay-to-play clauses in VC financing deals

Speakers

Bill Gussman is the New York co-lead of McDermott Will & Schulte’s Litigation Practice Group. He advises on complex commercial litigation, including securities fraud actions, fraudulent transfer actions, M&A litigation, and partnership disputes.

Bill’s clients have included domestic and foreign hedge funds, private equity firms, major corporations, investment banks, prime brokers, lenders and individuals. He has substantial trial experience, having tried cases in federal and state courts throughout the United States and in a variety of alternative dispute resolution venues, including AAA, FINRA and JAMS arbitrations.

He frequently litigates in bankruptcy court, often representing creditors in disputed matters in the plan confirmation process.

He also has particular experience in litigating issues concerning the Section 546(e) safe harbor in fraudulent transfer actions. He has extensive experience representing both buyers and sellers in deal-related disputes concerning a broad range of industries, including the telecommunications, energy, retail and automotive industries. Bill also has broad experience in matters relating to litigation finance and regularly advises clients with respect to champerty risk and the risk/reward profile of litigation-related assets.

Bill’s jury trial experience includes the successful defense of a leading prime broker in a $141.4 million fraudulent transfer action brought by the trustee of a defunct hedge fund. In that two-week federal trial, he helped to secure a unanimous verdict in favor of the prime broker.

He successfully defended a former officer and director of Merck & Co. in a high-profile securities class action and related cases concerning the painkiller Vioxx. That high-profile matter included the defense of federal and state securities law claims, breach of duty claims, product liability claims and other matters.

David K. Momborquette focuses his practice on complex commercial litigation, regulatory matters and internal investigations, primarily for clients in the financial services industry, including hedge funds, private equity funds, venture capital funds and interdealer brokers. He has extensive experience representing entities and individuals in both private securities litigation and securities regulatory and other related matters, including investigations by the Securities and Exchange Commission, Financial Industry Regulatory Authority, US Attorneys’ offices, New York Stock Exchange, state attorneys general offices and state securities regulators.

David also has litigated numerous cases in federal and state courts throughout the United States and before arbitration panels from the commencement of claims through trials and appeals in matters involving allegations of insider trading, violations of the federal securities laws, market manipulation, breach of fiduciary duty, common law fraud, employee raiding, trademark violations, misappropriation of trade secrets and other business torts.

He regularly counsels hedge funds and other financial services companies on regulatory and compliance issues relating to insider training, market manipulation, SEC examinations, and other regulatory and compliance issues, and assists clients in developing and implementing internal policies and procedures, as well as conducting internal compliance training programs.

David is a frequent author on securities regulations. He also lectures on compliance training and presents on regulatory compliance and enforcement issues. While in law school, David served as the note editor of the Boston University Law Review.

Allison Scher Bernbach is head of the firm’s Private Equity Regulatory Group. With more than 25 years of experience, she advises private fund advisers on regulatory and compliance matters, particularly under the Investment Advisers Act of 1940. She regularly counsels clients on US Securities and Exchange Commission (SEC) registration, compliance program design and maintenance, SEC examinations, private fund formation, and acquisitions of investment managers. Her practice spans global asset managers and private equity sponsors, where she provides both strategic and practical regulatory guidance.

Before joining McDermott Will & Schulte, Allison served in senior in-house roles, including as managing director and chief compliance officer at a major private equity firm. She has also held associate general counsel and compliance officer positions across capital management companies, giving her a unique perspective on the operational and legal challenges facing investment managers.