Brian P. Miller

• Investigated alleged stock-option backdating on behalf of audit committee of NASDAQ-traded public company in the telecommunications industry.
• Investigated allegations of dishonest conduct by senior financial personnel of NYSE-traded public company in the telecommunications industry.
• 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.
• Investigated accounting fraud allegations on behalf of audit committee of NASDAQ-traded company in the pharmaceutical industry.
• Investigated inventory accounting fraud allegations for Amex-traded public company in the aerospace industry.
• Investigated allegations of insider trading by officer of Nasdaq-traded bank holding company.

Securities Class Action Defense

• Defended federal class action securities claims against medical device manufacturer related to disclosures about the status of new product development. Dismissal affirmed on appeal.
• Defended public correctional facilities company in defense of federal securities claims related to COVID-19 and disclosures.
• Defended federal securities class action against VOIP telecommunications company.
• Defended federal class action securities claims against a public company in the education industry alleging accounting and other misstatements.
• Defended federal securities class action against staffing company.
• Represented hedge fund and its principal in defense of securities class action and parallel derivative claims regarding stock buyback.
• Defended federal securities class action against semiconductor company alleging fraud in connection with revision to earnings guidance.
• Defended federal class action securities claims related to earnings miss by NYSE-traded solid waste disposal company.
• Defended federal class action securities claims against pharmaceutical company related to status of new product development.
• Defended federal class action securities claims related to earnings miss and alleged accounting improprieties for a software-development company.
• Represented former CEO of bankrupt software company in multidistrict federal securities fraud litigation alleging accounting and related-party-disclosure improprieties.
• Defended Big 4 accounting firm in federal securities class action.
• Represented aerospace company in defending federal class action securities claims alleging revenue recognition violations after restatement of five years’ financial statements.
• Represented former controller of bankrupt time-share company in federal class action securities claims alleging accounting misstatements related to $130 million impairment charge.
• Represented directors and officers of bankrupt telecommunications infrastructure company in federal class action securities claims alleging financial misstatements.

Antitakeover and M&A Litigation

• Represented health insurance company in defense of claims seeking to enjoin $12.8 billion merger.
• Defeated preliminary injunction in Maryland litigation seeking to enjoin $84 million merger.
• Represented sports merchandising company in defense of claims seeking to enjoin $185 million merger.
• Represented private equity fund in litigation seeking to enjoin going-private transaction.
• Represented healthcare company in litigation seeking to enjoin $1.1 billion merger transaction.
• Defended preliminary injunction proceeding in Florida state court regarding a $500 million merger for a public company in the security industry.
• Defended preliminary injunction regarding a $50 million public company merger.

Brian Miller focuses his practice on securities class action defense, SEC investigations, internal investigations, accounting fraud, fiduciary duties, and commercial disputes. Brian has defended dozens of shareholder class actions alleging securities fraud, accounting fraud, and breach of fiduciary duty. Collectively, these matters have sought damages in the billions of dollars.

Brian's typical clients are public companies and their directors & officers, investment funds, investment advisors and brokers, real estate developers and investors, and healthcare providers, and other local businesses. His clients often face SEC investigations or bet-the-company litigation. Brian's experience and calm demeanor help to guide clients through these difficult points in their individual or corporate lifespans.

Brian began his career at the SEC in Washington, D.C., where, among other things, he served as special counsel to Commissioner Steven M.H. Wallman. He is recognized annually by Benchmark Litigation and The Best Lawyers in America and is ranked Band 1 by Chambers USA in “Litigation: Securities – Florida”.

Based in Miami and Washington, D.C., Brian practices throughout courts and arbitration tribunals in the State of Florida and across the USA.