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Peter A. Stokes

Partner

Peter A. Stokes

Austin

T:+1 512 536 5287

Recognized by Chambers USA in 2015 as "a rising star of the Texas securities litigation space," and again in 2016, Peter Stokes has spent his entire career representing clients in securities lawsuits, SEC enforcement matters, internal investigations, corporate governance matters, and complex commercial litigation. He has substantial experience defending clients against shareholder class and derivative lawsuits and SEC enforcement proceedings involving numerous issues, including financial restatements, internal control deficiencies, adverse FDA decisions and problems with clinical trials, missed earnings guidance, mergers and acquisitions, going private transactions, auction rate securities, IPO litigation, tender offers and cases involving allegations of GAAP violations, insider trading, regulatory violations, illegal short sales and breaches of fiduciary duty. Peter also enjoys speaking and publishing on securities-related issues and has co-authored the annual State Bar of Texas Fifth Circuit Securities Update for 11 consecutive years, as well as multiple guest columns in Securities Law 360.  In addition to the Chambers USA "up and comer" designation, Peter was named to Texas Monthly's "Super Lawyers" list for 2015 in securities litigation and was previously recognized on Texas Monthly's "Rising Stars" lists.   

In addition to defending against shareholder lawsuits and SEC enforcement proceedings, Peter has represented clients in internal investigations, complex commercial disputes, arbitrations, and appellate matters.  Peter's clients include companies and individuals engaged in the energy, life sciences, retail, transportation, software and other industries.

Peter joined the Houston office in 2001 after completing a one-year clerkship with Justice Craig T. Enoch of the Supreme Court of Texas and relocated to the Austin office in August 2005. 

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  • Education

    2000 - J.D., Harvard Law School
    1997 - B.A., Rice University

    In law school, Peter served as Senior Editor for the Harvard Journal of Law and Public Policy.  He is admitted to practice law before all Texas state courts, the U.S. Court of Appeals for the Fifth Circuit, the U.S. District Courts for the Northern, Southern, Eastern, and Western Districts of Texas and the U.S. District Court for the District of Colorado.

     

  • Representative experience
    • Argued February 2016 motion to dismiss hearing in Rule 10b-5 securities class action against mining company; court granted motion in July 2016 and issued 50-page opinion dismissing case with prejudice (S.D. Tex.)
    • Obtained complete July 2016 dismissal on pleadings serving as lead counsel for sole remaining defendant in Rule 10b-5 securities class action over adverse FDA decision; court issued 74-page opinion granting motion to dismiss with prejudice (S.D.N.Y.)
    • Argued 2016 injunction hearing leading to dismissal of Section 14(a) suit over annual meeting proxy disclosures (E.D. Pa.)
    • Argued December 2015 summary judgment hearing in suit by minority shareholders over restructuring transaction; court granted summary judgment motion in its entirety (Harris County, Texas)
    • Argued 2015 special exceptions hearing and obtained complete dismissal of shareholder derivative suit in Harris County and the 2014 dismissal of federal shareholder derivative lawsuits in Texas, New York and Delaware against officers and directors of energy company over accounting restatement and internal control deficiencies (Harris County, Texas; S.D.N.Y., D. Del., and S.D. Tex.)
    • Represented energy company, officers and directors in SEC enforcement proceeding over internal control deficiencies; case resolved with no financial penalties against individual clients
    • Defended 2015 shareholder litigation filed in Texas and New York to enjoin an $8.3 billion cross-border energy company acquisition, in which both cases were voluntarily dismissed (S.D. Tex. and New York County)
    • Represented energy company and CEO during 2014-15 SEC administrative enforcement proceeding that settled on the eve of trial
    • Obtained dismissals in 2014 of securities class actions filed against two energy companies in the Southern District of New York, which were featured in a July 2014 Texas Lawbook story (S.D.N.Y.) 
    • Defended several matters filed during 2012, 2013 and 2014 relating to residential mortgage-backed securities
    • Defended 2014 shareholder derivative matter involving alleged antitrust violations in which the court sustained special exceptions based on plaintiffs' failure to allege demand futility (Travis County, Texas)
    • Obtained 2014 dismissal of three shareholder derivative suits filed against two companies over executive compensation and equity grants to management (Harris County, Texas)
    • Argued before Dallas Court of Appeals and obtained 2013 affirmance of personal jurisdiction dismissal of claims against bank holding company over mortgage-backed securities
    • Defended Southern California medical imaging company in an SEC enforcement action that was resolved with no penalties against the company and obtained complete dismissal of a related private securities lawsuit (C.D. Cal.)
    • Obtained January 2011 dismissal of a shareholder derivative case in federal court involving allegations of antitrust violations (N.D. Tex.)
    • Obtained September 2010 dismissal of a Rule 10b-5 securities fraud class action filed against an oilfield services company (S.D. Tex.)
    • Argued merger injunction and summary judgment hearings involving shareholder challenge to $4.5 billion energy industry merger transaction, resulting in denial of injunctive relief and granting of summary judgment in client's favor (Dallas County and Tarrant County, Texas)
    • Obtained 2009 Fifth Circuit affirmance of a Rule 12(b)(6) dismissal of a securities class action arising from a $1.4 billion self-tender offer, followed by denial of certiorari in the Supreme Court (S.D. Tex. and 5th Cir.)
    • Obtained Texas appellate court victories in 2009 and 2013 holding that plaintiffs failed to allege demand futility and wrongful refusal of demand with particularity at the pleading stage (Fifth and Fourteenth Courts of Appeals)
    • Obtained dismissal of a consolidated state court shareholder class action filed to challenge the largest going private transaction in history
    • Obtained Rule 12(b)(6) dismissal of a securities class action filed against a pharmaceutical company
    • Obtained Rule 12(b)(6) dismissal of a shareholder derivative lawsuit filed to block a $1.1 billion acquisition
    • Obtained denial of a shareholder's motion to enjoin a $2-plus billion corporate transaction
    • Deposed class representatives and obtained defeat of motion for class certification in a federal securities fraud action based on class representatives' lack of adequacy and typicality
    • Obtained Rule 12(b)(6) dismissal of all claims in a federal securities fraud action in which the firm successfully defended more than 30 brokerage firms against allegations relating to naked short selling
    • Argued injunction hearing and obtained denial of injunction relating to $4.5 million commercial foreclosure in Travis County, Texas
    • Represented E&P company in a breach of contract and fraud action involving a master limited partnership
    • Obtained dismissal of two federal Sherman Act cases involving the termination of hospital privileges
    • Significant deposition and trial experience, including a two-week trial of a commercial arbitration matter, the trial of a suit over a warrant amendment and more than 15 misdemeanor jury trials through an attorney loan program with the City of Austin
  • Admissions
    • Texas State Bar License
  • Rankings and recognitions
    • Legal 500 USA, recommended lawyer, Securities litigation - defense, The Legal 500, 2016-2017
    • Chambers USA, Texas: Litigation (Securities), Chambers & Partners, 2015-2017
    • Texas Rising Star, securities litigation, Thomson Reuters, 2006, 2008-2015
    • Texas Super Lawyer, securities litigation, Thomson Reuters, 2016-2017
    • Fellow, Texas Bar Foundation
  • Publications
    • Co-author, "SEC Spotlights Undrilled Reserves And Resource Estimates," Law360, Oct. 12, 2016
    • Co-author, "Key Securities Litigation Issues For Life Science Cos.", Law360, March 1, 2016
    • Co-author with Gerard Pecht, "SEC Targets Financial Reporting, Accounting Restatements, and Internal Control Deficiencies," Norton Rose Fulbright White Paper, January 2015
    • Co-author with Gerard Pecht, "Key Securities Litigation and Enforcement Issues Affecting Energy Companies," Norton Rose Fulbright White Paper, April 2014
    • Co-author with Gerard Pecht, "Plaintiff Firms Continue Targeting Annual Meeting Proxies," Law360, April 22, 2014
    • Co-author with Marcy Hogan Greer, "International Comparative Legal Guide to Class and Group Actions 2014, Chapter 28 "USA" (6th edition)"
    • Co-author, "Supreme Court Issues Two Key Securities Law Decisions," Fulbright Alert, February 28, 2013
    • Co-author with Gerard Pecht, Steven I. Suzzan and Daryl L. Lansdale, Jr., "Shareholder Plaintiffs' Lawyers Target Annual Meeting Proxy Disclosures," Fulbright Briefing, February 4, 2013
    • Co-author with Gerard Pecht and Charles Schmerler, "Second Circuit Issues Preliminary Decision Regarding 'No-Admission' SEC Settlements," Fulbright Alert, March 15, 2012
    • Co-author with Gerard Pecht, Darryl Anderson and Mark Oakes, "Delaware Chancery Court Grants $305 Million Fee Award in Stockholder Dispute," Fulbright Briefing, December 30, 2011
    • Quoted in "Supreme Court Answers Materiality Issue," Compliance Week, April 12, 2011
    • Co-author with Gerard G. Pecht and others, "Supreme Court Finds Adverse Event Reports 'Material' Despite Lack of Statistical Significance," Fulbright & Jaworski L.L.P. Briefing, March 23, 2011
    • Co-author with Gerard G. Pecht, "Fifth Circuit Securities Update," Texas Business Litigation, Summer 2002 - 2010
    • Co-author with Gerard G. Pecht, Rodney Acker, and Ellen B. Sessions, "Mandamus Relief in Shareholder Derivative Cases," Texas Business Litigation, Summer 2010
    • Co-author with Alexis B. Stokes, "Short-Selling: Bogeyman or Not, Here Come More Regs," Journal of Taxation and Regulation of Financial Institutions, Vol. 23, January/February 2010
    • Co-author with Gerard G. Pecht, "Attacking Venue in Shareholder Derivative Suits," Law360, June 25, 2010
    • Co-author with Gerard G. Pecht, "Supreme Court Curtails Securities Suits by Foreign Plaintiffs," Fulbright & Jaworski L.L.P. Briefing, June 25, 2010
    • Co-author with Gerard G. Pecht and Daniel J. Pirolo, "Supreme Court Grants Certiorari in Securities Suit Against Pharmaceutical Company," Fulbright & Jaworski L.L.P. Briefing, June 16, 2010
    • Co-author with Gerard G. Pecht, "Second Circuit Curtails Private Rule 10b-5 Liability for 'Unattributed' Statements by Secondary Actors," Fulbright & Jaworski L.L.P. Briefing, May 4, 2010
    • Co-author with Gerard G. Pecht, "Case Summary: Somers v. Crane," Texas Business Litigation, Summer 2009
    • Co-author with Gerard G. Pecht and Richard S. Krumholz, "Fifth Circuit Reaffirms Strict Scienter Requirement In Securities Fraud Cases," Fulbright & Jaworski L.L.P. ALERT, April 9, 2009
    • Co-author with Alexis B. Stokes, "Closing and Disclosing the Short: SEC Tightens Short-Selling Regulations," Journal of Taxation and Regulation of Financial Institutions, Vol. 22, November/December 2008
    • Co-author with Alexis B. Stokes, "Naked No More? An Assessment of Proposed SEC Rule 10b-21," Journal of Taxation and Regulation of Financial Institutions, Vol. 22, September/October 2008
    • Co-author with Gerard G. Pecht, "Federal and State Regulators Take Aim at Short Sellers in Wake of Wall Street Financial Crisis," Fulbright & Jaworski L.L.P. ALERT, September 2008
    • Co-author with Anne M. Rodgers, "Fifth Circuit Emphasizes Strict Pleading Requirements for Securities Fraud Plaintiffs in Rare Interlocutory Reversal," Fulbright & Jaworski L.L.P. Briefing, August 4, 2008
    • Co-author with Gerard G. Pecht, "Securities Plaintiffs Face Tough Sledding After Tellabs," Securities Law 360 Guest Column, June 30, 2008
    • Co-author with Gerard G. Pecht, "Closing Down Litigation Kennels: The Problem of Professional Plaintiffs in Shareholder Litigation," Securities Law 360 Guest Column, May 2, 2008
    • Co-author with Daniel M. McClure, "Federal Courts Experience Surge in Class Action Activity," Fulbright & Jaworski L.L.P. Briefing, April 15, 2008
    • Co-author with Anne M. Rodgers and others, "Texas Court Curtails Discovery from Delaware Corporations in Shareholder Derivative Lawsuits," Fulbright & Jaworski L.L.P. Briefing, February 2008
    • Co-author with Anne M. Rodgers and others, "Supreme Court Curbs 'Scheme Liability' Lawsuits," Fulbright & Jaworski L.L.P. Briefing, January 2008
    • Co-author with Anne M. Rodgers, "Ruling Tightens Rein on Securities Fraud Plaintiffs," Securities Law 360 Guest Column, August 9, 2007
    • Co-author with Layne E. Kruse and Gerard G. Pecht, "Shareholder Litigation in Texas: A Defendants' Perspective," 4th Annual Advanced Business Law Course, State Bar of Texas, Houston, Texas, October 26-27, 2006
  • Speaking engagements
    • Panelist/speaker, "US SEC Whistleblower Initiatives," Association of Corporate Counsel (ACC) Webcast, September 30, 2015
    • Panelist/speaker, "Securities Class Actions:  Canadian and United States Developments" Webcast, September 10, 2015
    • Moderator, "The SEC Speaks About Whistleblowers" with Office of the Whistleblower Chief Sean McKessy, Directors' Roundtable, Dallas, Texas, May 20, 2015
    • Panelist/speaker, "So You Want To Go Public: Considerations and Risks for Companies Contemplating an IPO," Association of Corporate Counsel - Austin Chapter, April 23, 2015
    • Speaker, "Un-Due Process: Constitutional Questions About SEC Administrative Hearings," Western Academy of Legal Studies in Business, Monterey, California, March 28, 2015
    • Panelist/speaker, "Key Issues Facing Boards of Directors: New SEC & DOJ Enforcement Initiatives and Corporate Governance Risks," Directors Roundtable Institute, Houston, Texas, February 25, 2015
    • Panelist/speaker, "Financial Reporting," Association of Corporate Counsel Webinar, December 4, 2014
    • Panelist/speaker, "Shareholder Activism Breakfast Seminar," Norton Rose Fulbright, Houston, Texas, September 16, 2014 
    • Panelist/speaker, "Key Issues Facing Boards of Directors, SEC Enforcement Initiatives and Governance Risks," Directors Roundtable Institute, Dallas, Texas, April 9, 2014 
    • Panelist/speaker, "Key Issues Facing Boards of Directors, SEC Enforcement Initiatives and Governance Risks," Directors Roundtable Institute, Houston, Texas, March 6, 2014
    • Panelist/speaker, "Managing the Board of Directors," Texas Bar Advanced In-House Counsel CLE, August 2, 2013
    • Panelist/speaker, "SEC Enforcement Issues," Directors Roundtable Institute, Houston, Texas, June 16, 2013
    • Panelist, "The 2012 JOBS Act: Fundamentally Changing the Way Companies Raise Capital," Fulbright & Jaworski L.L.P. Seminar, Houston, Texas, June 7, 2012
    • Panelist/speaker, "Winter 2010 - Antitrust and Business Litigation Developments and Updates," Texas State Bar Antitrust and Business Litigation Section CLE, February 24, 2010
    • Panelist/speaker, "Financial Crisis:  Actions and Reactions of the IRS and Other Regulatory Agencies," ABA Section of Taxation 2009 Mid-Year Meeting, January 9, 2009
    • Presenter/speaker, "Securities Law Update," Fall 2008 Antitrust and Business Litigation Developments and Updates CLE Teleconference sponsored by Texas State Bar Antitrust and Business Litigation Section, December 2, 2008
    • Presenter/speaker, "Federal Local Rules" portion of New Lawyer Orientation CLE sponsored by Austin Bar Association and Austin Young Lawyers Association, Austin, Texas, November 17, 2008
    • Panelist/speaker, "Antifraud Program and Controls: Bridging the Gap Between Guidance and Implementation" (organized by Deloitte), Houston, Texas, April 23, 2008
    • Presenter (with Alexis B. Stokes), "Short Attacks: Corporate Strategies for Preventing, Recognizing, and Remedying Stock Manipulation through Short Selling" at the Western Academy of Legal Studies in Business Annual Conference, Monterey, California, April 5, 2008
    • Panelist/speaker, "The Subprime Crisis: Hot Issues for Officers, Directors, and General Counsel," State Bar of Texas CLE Webcast, Austin, Texas, March 6, 2008
    • Presentation on Options Backdating Litigation to the McCoy College of Business Administration at Texas State University, April 17, 2007
    • "Is Secondary Liability a Primary Concern?," Securities Litigation and Arbitration Institute, Dallas, Texas, March 26, 2004
  • Memberships and activities
    • State Bar of Texas
    • Austin Bar Association
    • NACD Austin Advisory Board
    • Austin Young Lawyers Association
      • Board of Directors (2008 - 2010)
      • Co-Chair of CLE Committee (2006 - 2010)