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Brian  Miller
Brian  Miller
Partner 
Chair, Securities Litigation Practice
One Southeast Third Avenue
25th Floor
Miami, FL 33131
 
Tel:
305.982.5626
Fax:
305.374.5095
 
 

Brian Miller's practice concentrates in securities class-action defense, internal investigations, accounting fraud, and directors' fiduciary duties. He serves as the chair of Akerman's Securities Litigation Practice. Brian began his career at the U.S. Securities and Exchange Commission in Washington, D.C., where, among other things, he served as special counsel to Commissioner Steven M.H. Wallman in the 1990s. Brian has defended over twenty shareholder class actions involving allegations of securities fraud, accounting fraud, and breach of fiduciary duty, collectively seeking damages of over $2 billion. He also has defended numerous SEC investigations.
 
Representative Experience
 
Internal Investigations
 
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Investigated alleged stock-option backdating on behalf of audit committee of NASDAQ-traded public company in the telecommunications industry.
 
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Investigated allegations of dishonest conduct by senior financial personnel of NYSE-traded public company in the telecommunications industry.
 
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Represented audit committee of NYSE-traded public company in the real-estate industry in two separate internal investigations arising from whistleblower allegations of accounting and other fraud.
 
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Investigated accounting fraud allegations on behalf of audit committee of NASDAQ-traded company in the pharmaceutical industry.
 
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Investigated inventory accounting fraud allegations for Amex-traded public company in the aerospace industry.
 
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Investigated allegations of insider trading by officer of Nasdaq-traded bank holding company.
 
 
Securities Class Action Defense
 
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Defended federal securities class-action against staffing company.
 
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Defended federal class-action securities claims against a public company in the education industry alleging accounting and other misstatements.
 
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Defended federal securities class action against semiconductor company alleging fraud in connection with revision to earnings guidance.
 
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Defended federal class-action securities claims against a medical device manufacturer related to disclosures about the status of development of a new product.
 
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Defended federal class-action securities claims related to earnings miss by NYSE-traded solid waste disposal company.
 
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Defended federal class-action securities claims against a pharmaceutical company related to status of development of a new product.
 
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Defended federal class-action securities claims related to earnings miss and alleged accounting improprieties for a software-development company.
 
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Represented former CEO of bankrupt software company in multi-district federal securities fraud litigation alleging accounting and related-party-disclosure improprieties.
 
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Defended Big 4 accounting firm in federal securities class action.
 
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Represented aerospace company in defending federal class-action securities claims alleging revenue recognition violations after restatement of five years' financial statements.
 
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Represented former controller of bankrupt time-share company in federal class-action securities claims alleging accounting misstatements related to $130 million impairment charge.
 
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Represented directors and officers of bankrupt telecommunications infrastructure company in federal class-action securities claims alleging financial misstatements.
 
 
Antitakeover Litigation
 
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Represented sports merchandising company in defense of claims seeking to enjoin $185 million merger.
 
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Represented private equity fund in litigation seeking to enjoin going-private transaction.
 
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Represented healthcare company in litigation seeking to enjoin $1.1 billion merger transaction.
 
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Defended preliminary injunction proceeding in Florida state court regarding a $500 million merger for a public company in the security industry.
 
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Defended preliminary injunction regarding a $50 million public company merger.
 
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Represented NASDAQ-traded physician services company regarding a $1.1 billion going-private merger.
 
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Represented waste services company in defense of multi-state litigation seeking to enjoin $6 billion merger involving an unsolicited hostile takeover bid.
 
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Represented timeshare company in multi-state litigation seeking to enjoin stock-for-stock merger, involving hostile takeover bid.
 
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Represented retailer in litigation seeking to enjoin $150 million merger transaction.
 
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Represented acquiror of publicly traded correctional-properties company in Maryland and Florida state-court actions seeking to enjoin $300 million merger.
 
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Represented acquiror of health products distributor in Florida state-court class-action seeking to enjoin acquisition of public company.
 
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Advised management of companies considering hostile takeover of competitors.
 
 
SEC Enforcement Defense
 
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Represented former CEO of software company in an SEC enforcement proceeding.
 
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Represented Latin American investment company in defense of SEC enforcement proceeding relating to broker-dealer registration.
 
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Represented private company in the direct marketing industry related to alleged market manipulation.
 
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Represented aerospace company, in the face of related criminal proceedings against company's CEO and CFO, related to alleged revenue recognition violations stemming from restatement of multiple years' financial statements.
 
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Represented former consultant to telecommunications equipment company in SEC investigation of alleged accounting improprieties.
 
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Represented NYSE-traded company in SEC informal inquiry concerning disposition of European assets.
 
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Represented former officer of nutrition supplement company in SEC investigation related to alleged revenue recognition issues.
 
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Represented inviduals in SEC investigation related to alleged Finders' Fees.
 
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Represented numerous individuals in SEC enforcement action related to alleged insider trading.
 
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Represented certified public accountant in Rule 102(e) proceeding.
 
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Represented broker/dealer in Florida state investigation regarding auction-rate securities.
 
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Represented numerous public companies in SEC and SRO investigations of pre-announcement trading activity related to announced merger transactions.
 
 
Other Accounting and Financial Fraud Litigation
 
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Represented private equity fund in defense of multiple lawsuits in New York federal and state courts alleging fraudulent accounts receivable.
 
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Defended public companies in class actions alleging unfair and deceptive trade practices.
 
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Represented directors of television broadcasting company in defense of claims brought by bankruptcy trustee.
 
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Opposed remand to state court for Internet company in suit seeking rescission by investors.
 
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Represented Amex-traded public company in the pharmaceutical industry in federal court and arbitration against German company alleging accounting improprieties in connection with an earnout agreement.
 
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Represented Central Bank of Ecuador in banking fraud litigation pending in The Bahamas.
 
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Represented U.S. railroad in accounting arbitration related to shipping rates.
 
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Represented receiver over $100 million assets in dispute regarding an educational institution in the Caribbean.
 
 
Other Shareholder Derivative Litigation Defense
 
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Represented an executive of a private equity fund in defense of derivative claims brought by lender alleging fraudulent accounts receivable.
 
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Represented directors of a publicly traded entertainment company related to the acquisition of a business from an affiliate.
 
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Represented public company in the education industry in defending derivative claims arising from parallel criminal and SEC investigations.
 
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Represented directors and officers of private restaurant company in arbitration alleging mismanagement.
 
 
Published Decisions
 
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Sood v. Catalyst Pharmaceutical Partners, Inc., 2014 WL 1245271 (S.D. Fla. Mar. 26, 2014)
 
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Eugenia VI Venture Holdings, Ltd. v. Glaser, 2010 WL 1049289 (2d Cir. Mar. 23, 2010)
 
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Durham v. Whitney Information Network, Inc., 2009 WL 3783375 (M.D. Fla. Nov. 13, 2009)
 
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Hoffman v. AuthenTec, Inc., 2009 WL 3109860 (M.D. Fla. Sept. 24, 2009)
 
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SEC v. U.S. Pension Trust Corp., 2009 WL 2365702 (S.D. Fla. July 30, 2009)
 
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Ghosio v. Whitney, 2008 WL 4998750 (M.D. Fla. Nov. 19, 2008)
 
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In re Eugenia VI Venture Holdings Litig., 2008 WL 5274578 (S.D.N.Y. Dec. 15, 2008)
 
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Durham v. Whitney Information Network, Inc., 2008 WL 4936999 (M.D. Fla. Nov. 17, 2008)
 
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Casita LP v. MapleWood Equity Partners (Offshore) Ltd., 17 Misc. 3d 1137, 851 N.Y.S.2d 68 (N.Y. Sup. Dec. 7, 2007)
 
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Halberstein Investment Ltd. v. Lehman Bros., Inc., 19 Fla. L. Weekly Fed. D198, 2006 WL 314334 (S.D. Fla. Jan. 10, 2006)
 
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Casita LP v. Maplewood Equity Partners (Offshore) Ltd., 11 Misc. 3d 1054(A), 2006 WL 399796 (N.Y. Sup. Feb. 22, 2006), aff'd, 825 N.Y.S.2d 6 (A.D. 2006)
 
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Marrari v. Medical Staffing Network, Inc., 395 F. Supp. 2d 1169 (S.D. Fla. 2005)
 
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SEC v. Gane, 2005 WL 90154 (S.D. Fla. 2005)
 
Awards & Recognition
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The Best Lawyers in America 2012-2014, Listed in Florida for Commerical Litigation and Litigation - Securities
 
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The Best Lawyers in America 2012-2013, Listed in Florida for Capital Markets Law
 
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Super Lawyers Magazine 2009-2014, Listed in Florida for Securities Litigation and Business Litigation
 
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South Florida Business Journal 2010, Key Partners Award Winner for Law
 
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Florida Trend's Legal Elite 2009, Listed for Commercial Litigation
 
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Chambers USA 2005, Ranked "Up and Coming" in Florida for Litigation
 
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Martindale-Hubbell, AV Rated
 
Published Works & Lectures
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ACG Florida Capital Connection Conference, Speaker, "Common Misconceptions About Officer and Director Liability Can Get You Sued: Key Law You Should Know to Minimize Your Risk," Amelia Island, FL, November 2012
 
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The Network of Trial Law Firms FINRA CLE Supercourse Seminar, Presenter, "Finders Keepers? Risks of Unregistered Broker-Dealers," New York, NY, 2012
 
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Association for Corporate Growth, Speaker, "Mobile Apps and App Development Best Practices for Corporate Counsel," September 2012
 
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Association for Corporate Growth, Speaker, "Money for Nothing, Risks for Free," April 2012
 
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Association of Corporate Counsel, Speaker, "Don't Mess up the Case: Techniques for Avoiding Risk in Managing Litigation," September 2011
 
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Lex Mundi, Speaker, "Update on Internal Investigations and Cross Border Litigation," November 2010
 
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Dade County Bar Association, Moderator, "Meet the New Regulators," May 2010
 
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ABA, Speaker, "Emerging Issues Within Florida White Collar Criminal Practice," February 2010
 
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Moderator, "2009 SEC Disclosure Seminar," January 2009
 
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Moderator, "2007 SEC Disclosure Seminar," January 2007
 
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Dade County Bar Association, Presenter, "Cooperation During Regulatory or Criminal Securities Investigations," October 2006
 
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Moderator, "Minimizing Risk and Prevention of Harm When an Enforcement Agency 'Drops By,'" August 2004
 
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CPE by the Sea, Speaker, "Corporate Governance Panel," May 2004
 
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Speaker, "Sarbanes-Oxley Workshop," January 2004
 
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Speaker, "Financial Executives Institute," January 2004
 
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Moderator, "Corporate Accountability After Sarbanes-Oxley, Enron, WorldCom...," September 2002
 
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Corporate Governance Advisor, "Do Directors Have a Duty to Investigate Online Allegations of Wrongdoing?" November/December 2000
 
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Speaker, "Securities Law: What Every Lawyer and Businessperson Should Know," November 2000
 
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Speaker, "The SEC's New 'Fair Disclosure' and Insider Trading Regulations," November 2000
 
Professional Memberships & Activities
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Dade County Bar Association, Committee on Securities Litigation, Co-Chair
 
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Dade County Bar Association, Committee on Banking and Corporate Litigation, Past Co-Chair
 
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ACLU of Miami-Dade County, Legal Screening Panel, Member
 
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CHARLEE Homes for Children, Board Member
 
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Morningside Historic Education Society, Past Treasurer
 
Related Professional Experience
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U.S. Securities & Exchange Commission, Washington D.C.
 
Other Languages
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Spanish
 

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Brian  Miller

Practice
Litigation
Education
J.D., Case Western Reserve University School of Law, 1993; summa cum laude
B.A., Walsh College, 1990; Finance, summa cum laude
Bar Admissions
District of Columbia
Florida
 
 
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