Michael A. Hacker

Active in the Boston legal community, Mike is a co-chair of the Boston Bar Association’s (BBA) Securities Enforcement and Civil Litigation Committee and a member of the Steering Committee of the BBA’s Senior Associates Forum. He is a co-author of the chapter on civil discovery of the Massachusetts Practice Series, and he regularly devotes his time to local individuals and organizations in need of pro bono legal assistance.

Litigation and Trials

• Represented an analytical laboratory instrument and software company in a two-phase bench trial in federal district court concerning a long-standing contract dispute with a software developer alleging underpayment of royalties, resulting in judgment on partial findings against the plaintiff.
• Represented a pharmaceutical company and certain of its directors and officers in a putative securities fraud class action following stock drop after the US Food and Drug Administration (FDA) denied the company’s new drug application; court dismissed all claims on the basis of failure to plead loss causation
• Following a company’s take-private transaction, obtained dismissal with prejudice of breach of fiduciary duty claims asserted in the Delaware Court of Chancery against the company’s directors and officers on the basis of Delaware’s Corwin doctrine
• Served as member of trial team in the first criminal no-poach jury trial in the United States, resulting in a complete defense verdict on all counts
• On behalf of a Big Four accounting firm, obtained a stay of 1933 Act claims in California state court on the basis of a forum selection clause in the issuer’s certificate of incorporation, which requires that such claims be filed in federal court
• Served as member of team that obtained first dismissal of 1933 Act claims in New York State court on the basis of a forum selection clause in the defendant company’s certificate of incorporation following the Delaware Supreme Court’s seminal decision in Sciabacucchi v. Salzberg
• Represented special purpose acquisition companies (SPACs), target companies, and company directors in shareholder litigation concerning multiple de-SPAC transactions
• Served as member of team that obtained dismissal with prejudice of all 1933 Act strict liability claims asserted against a corporate client and certain of its directors and officers in a federal securities class action filed in Massachusetts state court, pursuant to the US Supreme Court’s ruling in the Cyan case, arising out of the client’s initial public offering
• Served as member of team that successfully represented a Big Four accounting firm in a three-week jury trial before the Business Litigation Session of the Massachusetts Superior Court

Regulatory Enforcement and Examinations

• Counseled a prominent UK-based adviser to several hedge funds in connection with an SEC examination following allegations of misconduct by the founder of the firm
• Served as counsel to broker-dealer in connection with investigation and settlement of SEC claims under Reg BI concerning mutual fund share class selection
• Represented dozens of senior executives of a financial services firm in connection with an SEC investigation concerning the use of off-channel communications
• Served as counsel to a mutual fund adviser in the SEC’s first settled action concerning mutual fund environmental, social, and governance (ESG) related disclosures; the settlement order references the adviser’s remedial efforts and cooperation, including that the adviser “provided detailed factual summaries and made substantive presentations on key topics,” which “advanced the quality and efficiency of the staff’s investigation and conserved Commission resources”
• Served as counsel to a publicly held biopharmaceutical company and its current and former officers in an SEC investigation concerning the company’s public statements regarding the commercial viability of, and anticipated patient population for, a principal drug candidate; SEC declined to take enforcement action
• Served as counsel to a publicly held company in an SEC investigation stemming from a whistleblower’s allegations regarding the company’s transfer pricing and tax accounting practices, which representation included self-reporting to the SEC; SEC declined to take enforcement action
• Represented a Big Four audit partner at a Public Company Accounting Oversight Board deposition

Internal Investigations

• Represented the audit committee of a publicly held food company in connection with an internal investigation concerning accounting, disclosure, and internal control–related issues
• Conducted an internal investigation for a financial services firm in connection with suspected “structuring” of transactions in the personal accounts of an employee
• Conducted an internal investigation for a financial services firm relating to potential legal and regulatory issues arising from the transfer of client account-types
• Conducted an internal investigation on behalf of a board committee in connection with insider trading allegations and represented the company in a related SEC investigation
• Conducted an internal investigation for a major university in connection with possible financial improprieties and payment of bribes related to admissions decisions

Pro Bono

• Obtained a rare two-year extension of a restraining order for a survivor of abuse in Massachusetts district court
• Represented nonprofit organizations as amicus curiae in a case before the US Court of Appeals for the First Circuit challenging the constitutionality of civics education provided by Rhode Island’s public education system
• Represented civil rights organizations as amicus curiae in a case before the Massachusetts Supreme Judicial Court concerning application of search and seizure jurisprudence to digital data obtained from search of a cell phone controlled by third party
• Successfully briefed and argued appeal before the Massachusetts Appeals Court on behalf of a survivor of domestic violence whose application for a restraining order was denied, resulting in reversal and remand to the trial court
• Successfully argued in federal district court for immediate release of an immigrant detainee due to a COVID-19 outbreak in a prison
• Successfully represented a US Army veteran in a federal court challenge after US Citizenship and Immigration Services failed to timely adjudicate his naturalization application