Brian F. Morris

Brian has represented numerous companies, their officers, and directors. These representations have varied between publicly traded companies and private companies in various industries, including finance, private equity and investment funds, and the medical/pharmaceutical space. Brian has also served as counsel to special committees of boards of directors formed to conduct internal investigations of alleged wrongdoing and has advised corporate counsel and boards of directors on matters of corporate governance.

Brian is a member of the Philadelphia Recruiting and Hiring Committee and the Parent Lawyer Network Committee and is an active mentor in the Morgan Lewis Mentorship Program. Brian also dedicates significant time to his pro bono work. This includes work with the Pennsylvania Innocence Project and We The Action, which is a national organization focusing on protecting voter rights. Brian served for over two years as the vice chair of the Philadelphia office’s Pro Bono Committee, where he was in charge in all aspects of the office’s pro bono activities.

Prior to joining Morgan Lewis, Brian was a corporate litigation associate at a prominent firm in Delaware. While in law school, Brian was an associate editor of the Maryland Law Review, a member of the Moot Court Board, and a student-attorney in the Gender Violence Clinic. In college, Brian was a three-time captain of the NCAA Division 1 men’s basketball team and an Academic All-American Finalist.

• Member of a trial team to Savencia and its US subsidiary Zausner Foods in a high-stakes, nearly seven-year dispute defending them against allegations and claims of fraud, aiding and abetting breach of fiduciary duty, and conspiracy to commit both; obtained a complete jury verdict victory for the defense after a 4-day jury trial in the US District Court in Delaware
• Represented one of the world’s largest medical device companies in the Delaware Court of Chancery and obtained a motion to dismiss derivative claims against the company and certain current and former officers and directors; decision was then affirmed by the Delaware Supreme Court
• Represented a US subsidiary and its individual officers and directors from fiduciary claims, where the federal district court granted the motions to dismiss all parties, which, after full briefing and argument, was upheld by the Eleventh Circuit
• Defended leading medical device company against breach of contract and fraud claims in the US District Court for the Northern District of Indiana relating to the earnout provisions of a stock purchase agreement; moved to dismiss all claims, prompting the plaintiff to narrow the claims asserted in an amended complaint; and filed a motion to dismiss the amended complaint and secured dismissal with prejudice of the sole remaining contract claim. This decision was then upheld by the US Court of Appeals for the Seventh Circuit, which unanimously affirmed the victory in September 2023
• Represented financial advisor that assisted in a public sales process from aiding and abetting claims in the Delaware Court of Chancery, which resulted in a successful dismissal of the claims at the motion to dismiss stage
• Secured a complete win following a trial in the Delaware Court of Chancery where Morgan Lewis represented seven officers and directors of a technology company who were alleged to have breached their fiduciary duties
• Represented numerous corporations and private companies in litigation over the scope of a stockholder’s right to inspect corporate books and records
• Defense of major financial advisory firm against claims for misrepresentation and breach of fiduciary duty by the coordinator of the City of Harrisburg arising of out the failure of a multi-hundred-million-dollar incinerator project
• Represented a healthcare and retail provider in a suit involving the failure of a contractor failing to pay sales tax, including the successful appeal of a denial of motion to stay the case
• Defeated class certification and obtained dismissal of consumer protection and breach of warranty claims on behalf of a global distributor of protective solutions, which was upheld by the US Court of Appeals for the Eleventh Circuit
• Represented a software and data protection company in Pennsylvania state court, including presenting argument on the company’s motion to dismiss, which led to a successful settlement
• Represented an international educational publishing company in the defense of a contract case involving a former employee’s request for bonuses and royalty payments, which culminated in summary judgment in our client’s favor that was affirmed by the US Court of Appeals for the Ninth Circuit on appeal
• Successfully defended multimillion-dollar indemnification suit against major restaurant chain following summary judgment
• Represented a global furniture manufacturer at trial in the Delaware Court of Chancery for relief under Sections 204 and 205 of the Delaware General Corporation Law, and assisted with successfully defending the trial court’s decision on appeal to the Delaware Supreme Court
• Conducted internal investigations on behalf of a special litigation committee
• Defended numerous buyers and target boards in M&A litigation