Gregory L. Demers
Counsel
Greg Demers is counsel in the firm’s Boston office. Greg focuses his practice on securities litigation and enforcement matters, as well as a broad range of complex commercial disputes.
Greg has experience in all stages of litigation, including motion practice, discovery, trial, and appeal. His clients have included private equity firms and their portfolio companies, hedge funds, educational institutions, and individual officers and directors. Greg has successfully guided clients through securities and consumer class actions, shareholder derivative claims, internal investigations, and deal litigation, as well as follow-on state and federal government investigations.
Greg also maintains an active pro bono practice. He has successfully represented asylum-seekers fleeing from political persecution, parents seeking custody of their children, and low-income tenants facing disability discrimination.
Prior to joining the firm, Greg clerked for Chief Judge Dennis Jacobs of the Second Circuit Court of Appeals and United States District Judge Michael Ponsor in the District of Massachusetts.
Experience
Securities Litigation
- Currently representing former public company officer in multi-pronged litigation, including a securities class action in federal district court and parallel regulatory inquiries into alleged accounting irregularities.
- Currently defending investment fund, general partner, and limited partners in fraudulent conveyance litigation being pursued in both state and federal court. Successfully resolved breach of fiduciary duty claims against former portfolio company directors and officers in related litigation.
- Represented airfreight carrier against Sherman Act price-fixing claims in putative class action lawsuit.
- Defended private equity firm and former directors and officers in multi-jurisdictional litigation in state and federal court alleging mismanagement and breach of fiduciary duty, resulting in a favorable resolution for our clients.
- Obtained dismissal of breach of fiduciary duty claim and Dodd-Frank whistleblower claim brought against former public company director.
- Obtained dismissal of putative ERISA class action brought by plan participants in the Southern District of New York.
Government Investigations
- Currently representing private equity firm in responding to SEC investigation into allegations of insider trading.
- Obtained “no action” letters in various state and federal investigations against public company officers and directors related to alleged disclosure violations, insider trading, and accounting fraud, among others.
- Obtained “no action” letter following four-year SEC investigation into alleged disclosure violations by public company officer.
- Obtained “no action” letter following SEC investigation into alleged accounting fraud prompted by short seller report.
- Represented broker-dealers in various regulatory inquiries by the Massachusetts Securities Division.
- Represented private equity firm in response to SEC subpoena concerning alleged accounting irregularities at client’s portfolio company.
Internal Investigations
- Conducted investigation on behalf of special committee of a public company board of directors in response to shareholder derivative demand concerning director compensation.
- Conducted investigation on behalf of medical device company into whistleblower allegations made by former member of senior management.
- Conducted investigation on behalf of a special committee of a closely held company’s board of directors into allegations of self-dealing by executive officers.
- Conducted investigation on behalf of special committee of a public company board of directors following bankruptcy filing and initiation of numerous regulatory inquiries.
Deal Litigation and Corporate Governance Disputes
- Currently representing hedge fund in corporate governance dispute with directors, officers, and shareholders of early stage natural gas company.
- Represented investment manager in disclosure-based class-action litigation brought by shareholders in Massachusetts Superior Court seeking to enjoin merger.
- Represented privately held media company in expedited litigation with joint venture partner over asset sale in Delaware Court of Chancery.
- Defended closely held corporation’s board member against claims in Massachusetts Superior Court challenging client’s qualifications as a director.
- Represented public company directors in activist takeover litigation in the Delaware Court of Chancery.
- Represented hedge fund in dispute with joint venture partner over interpretation of LLC agreement.
Publications
- Co-author, “Delaware Court Rules that Oracle’s Special Litigation Committee Must Turn Over Privileged Documents to Shareholder Plaintiff,” The Corporate Governance Advisor (March/April 2020)
- Co-author, “Reexamining ‘Scheme Liability’ After ‘Lorenzo’,” The New York Law Journal (January 10, 2020)
- Co-author, “Appeals Court limits scope of litigation privilege,” Massachusetts Lawyers Weekly (December 12, 2019)
- Co-author, “Protecting Colleges & Universities Against Real Losses in a Virtual World,” The John Marshall Journal of Information Technology & Privacy Law Volume 33, Issue 2 (2017)
- Co-author, “The Antisocial Effects of Social Media and How Colleges and Universities Can Manage Related Litigation Risks,” Pittsburgh Journal of Technology Law & Policy (December 2017)
- Co-author, “Martoma tips the balance on insider trading liability,” Westlaw Journal’s Securities Litigation & Regulation (October 12, 2017)
- Co-author, “Chancery court addresses standing to bring fiduciary duty claims following freeze-out merger,” International Law Office Corporate Finance/M&A Newsletter (June 14, 2017)
- Co-author, “Three decisions consider effect of stockholder approval on challenged transactions,” International Law Office Corporate Finance/M&A Newsletter (May 24, 2017)
- Co-author, “SEC Enforcement Trends: Minor Accounting and Disclosure Infractions Attracting Major Scrutiny,” Bloomberg BNA Tax and Accounting Center (April 13, 2017)
- Co-author, “Three Days in August: Delaware’s Evolving View of the Impact of Stockholder Approval on Post-Closing M&A Litigation,” Insights: The Corporate & Securities Law Advisor (November 2016)
- Co-author, “DOL Fiduciary Rule Implications for Private Investment Fund Managers,” Bloomberg BNA “Securities Regulation & Law Report” (June 13, 2016)
- Co-author, “Ch. 1: Fraud and Negligent Misrepresentation,” MCLE Business Torts in Massachusetts, 2nd Edition, MCLE (2016)
- Co-author, “Omnicare's Square Peg Problem: Importing a Section 11 Standard Into a Section 10 Framework,” Bloomberg BNA Securities Regulation & Law Report (March 11, 2016)
- Co-author, “Plaintiffs strike out in two recent Delaware appraisal actions,” International Law Office (September 2, 2015)
- Co-author, “Revisiting Corporate Scienter: In Search of a Middle Ground,” Bloomberg BNA “Securities Regulation & Law Report,” (April 2015)
- Co-author, “Delaware Clamps Down on Disclosure-Based M&A Litigation” Insights:The Corporate & Securities Law Advisor (January 2014)
Education
- JD, cum laude, Cornell Law School, 2010; Order of the Coif; Cornell Law Review, Articles Editor; Moot Court, Bench Editor
- BA (Political Science and Philosophy), summa cum laude, Seton Hall University, 2007; Regent’s Scholarship; Brownson Speech and Debate Team