Richard Gallagher is the co-managing partner of the firm’s Silicon Valley and San Francisco offices. Based in the San Francisco office, Richard’s practice focuses on litigation and pre-litigation advice involving securities and corporate governance issues, including representation of companies, directors and officers involved in class action litigation, derivative actions, internal investigations, shareholder demands, and regulatory investigations and enforcement actions brought under the federal and state securities laws. He also has significant experience advising companies, boards of directors and special committee members in M&A litigation brought under the laws of Delaware, California and other states throughout the country. He has successfully defeated multiple cases seeking to enjoin proposed mergers, acquisitions and other business combinations involving both public and private companies.
Richard has litigated numerous disputes involving founders and investors in start-up companies, as well as matters involving venture capital disputes, executive compensation issues, intellectual property rights, unfair competition, breaches of partnership and shareholder agreements, employment and fraud claims, significant real estate disputes, franchising claims, and fiduciary obligations. He has also advised U.S., Asian and EU companies regarding securities litigation and corporate governance risks arising from cross-border activities.
Richard has first-chair trial and arbitration experience in both civil and criminal matters, including the prosecution of several jury trials with the San Francisco District Attorney’s office.
- Won dismissal of multiple investor class actions filed between 2005 to the present against one of the world's largest technology companies.
- Won dismissal or favorable resolution of multiple securities class action claims against various companies, officers and directors in the technology, energy, investment management and consumer goods industries.
- Won dismissal of multiple shareholder challenges to one of the largest ever technology company mergers.
- Won dismissal of a fiduciary duty case challenging a spin-off transaction involving board of directors of Fortune 100 company.
- Won dismissal of multiple class actions targeting a leading mutual fund company, its board members and executives.
- Won dismissal of securities class action seeking hundreds of millions of dollars from a leading software firm, its board members and executives.
- Prevailed in an arbitration dispute between founders of an Internet start-up company.
- Co-author, “Keeping Current: Colman v. Theranos, Inc.: Expanding the Reach of California Securities Law Claims to Indirect Purchasers in Private Companies,” Business Law Today (May 2017)
- Co-author, “High Court Seems Disinclined To Disturb Dirks In Salman,” Law360 (October 6, 2016)
- “Executive Compensation Litigation: The Newest Cases, Lessons Learned and a Look Ahead,” 21 Corporate Governance Advisor 1 (January 2013)
- Co-author, “How to Avoid Being Named in a Proxy Disclosure or Say-On-Pay Lawsuit,” The Corporate Executive, Vol XXVI, No. 4 (September 2012)
- Co-author, Securities Litigation Risks For Public Companies Arising From The Dodd-Frank Wall Street Reform and Consumer Protection Act, Securities Litigation & Regulatory Enforcement Alert (July 2010)
- “Bracing for a Boom in Whistleblowing,” Securities Technology Monitor (July 15, 2010)
- “Municipalities' Immunity From Securities Fraud Claims May Be Slipping Away,” Daily Journal (September 24, 2009)
- “The Retek Decision: A Case Study on Loss Causation at Summary Judgment,” Global Securities Litigation and Enforcement Report (April 2009)
- “Note on Mortgage Lender Securities Litigation,” Securities Reform Act Litigation Reporter (January 2007)
- “Kircher's Impact on Removal and Remand of State Securities Class Actions,” 21 Securities Reform Act Litigation Reporter 462 (2006)
- Co-author, “Loss Causation In Securities Class Actions After Dura,” 38 Review of Securities and Commodities Regulation 241 (2005)
- Co-author and Editor, “Defending Securities Class Actions,” ALI/ABA Securities Litigation Publ. (2004, 2001)
- “Downward Departures and Lenient Sentencing,” 5 U.C. Davis J. of Juv. Law and Policy 111 (2000)
- “Liability of Counties for Inadequate Care in California Jails,” 33 U.C. Davis Law Review 677 (2000)
- Speaker, “Critical Issues in Trade Secrets & Economic Espionage,” Ropes & Gray West Coast Lunchtime Legal Briefing Teleconference (March 31, 2016)
- Speaker, “Runaway Management Teams: Practical Responses to Corporate Dysfunction,” Ropes & Gray West Coast Lunchtime Legal Briefing Teleconference (May 28, 2015)
- Presenter, “Hot Topics in Insider Trading and SEC Enforcement,” Ropes & Gray West Coast Lunchtime Legal Briefing Teleconference (March 10, 2015)
- Moderator, “Perspectives on SEC and Criminal Enforcement in Silicon Valley: 2015 and Beyond,” Silicon Valley Directors’ Exchange Panel (February 2015)
- Speaker, “Global e-Discovery Conference,” Global Outsourcing Association of Lawyers, (November 2014)
- Speaker, "From the Trenches: Corporate Governance Update for Directors, Officers, GCs, and Investors," Ropes & Gray West Coast Lunchtime Legal Briefing Teleconference (April 29, 2014)
- Panelist, "Understanding SEC Guidance on Social Media Disclosures," Knowledge Congress Webinar (March 14, 2014)
- Panelist, "Corporate Governance Practice, Delaware Law, and the Future of Innovation: A Discussion for Students with Vice Chancellor J. Travis Laster, Delaware Court of Chancery," Stanford Law School - Rock Center for Corporate Governance Panel Discussion (March 11, 2014)
- Panelist and co-host, “The Perfect Storm Spawns a New Era of Whistleblower Activity,” Orrick, Deloitte, LLP, and National Association of Corporate Directors panel (2013)
- “The Litigation Explosion in Executive Compensation,” CompensationStandards.com webcast (2013)