T. Peter R. Pound

Peter is skilled in an arbitration setting, before federal and state courts, and in mediations. Peter has defended clients in class actions, shareholder derivative suits, and corporate governance and other disputes. Peter has also conducted numerous internal investigations, including for special committees of boards appointed to investigate demands made prior to the filing of a derivative suit.

Peter formerly served for six years as Boston office hiring partner and chair of the office’s Hiring Committee.

While undertaking his law degrees at Oxford University and later McGill University, Peter spent three summers as a summer associate at Stikeman Elliott in Montreal, Quebec. After graduating from McGill, he served as law clerk to the Honourable Charles D. Gonthier in the Supreme Court of Canada. He was also a faculty lecturer at McGill’s Faculty of Law and the director of the faculty’s legal research, writing, and pleading program.

Peter presently serves as a Trustee of The Waring School, in Beverly, Massachusetts. He also serves on the Advancement Committee of the Inner City Scholarship Fund for the Catholic Schools Foundation. Peter is also a Board Member of Beverly Youth Hockey, and serves as a youth hockey coach and the coordinator of Beverly’s Learn-to-Skate program. 

Before joining Morgan Lewis, Peter was a partner in the financial institutions regulatory, enforcement, and litigation practice at another international law firm. He is also conversant in French.

Arbitration and Litigation

• A global financial services and insurance firm in connection with seventeen lawsuits involving 43 plaintiffs relating to allegations of Ponzi-scheme activity, alleged insider trading, and fraud relating to insurance, collectively claiming damages in excess of $200 million
• A national broker-dealer in arbitration relating to investments purportedly for the bulk purchase and resale of tickets to popular Broadway shows and concerts – referred to in the press as the “Hamilton Ponzi Scheme"
• A national broker-dealer in arbitration involving claims by a failed startup seeking over $110 million in compensatory damages relating to alleged failures to supervise financial advisors’ outside business activities
• A national broker-dealer in $30 million customer arbitration relating to conduct of an unaffiliated registered investment advisor
• Filed amicus brief in the US Supreme Court on behalf of former SEC officials in support of the respondents in Lawson and Zang v. FMR LLC relating to the whistleblower and anti-retaliation regimes in the Sarbanes-Oxley and Dodd-Frank Acts
• A financial services client, from 2009 through 2014, in a $50 million arbitration involving collateral proceedings in eight additional venues
• A broker-dealer in numerous FINRA arbitrations concerning the sale of collateralized derivative obligations (CDOs)
• A broker-dealer and branch managers in dispute relating to a financial adviser’s alleged unauthorized, unsuitable and excessive trading
• A private equity firm in federal court litigation against insurer
• A broker-dealer, financial adviser, and branch manager in FINRA arbitration relating to a retail customer’s purchase of, and alleged later order to sell, Lehman Brothers preferred stock; after hearing, award denied claimant’s claims in their entirety, ordered expungement of all reference to the claims from the broker’s registration records, and also awarded the full amount of attorneys’ fees and costs
• A broker-dealer in FINRA arbitration involving auction rate securities; favorable decision obtained for client after two-week hearing
• A broker-dealer in FINRA arbitration and successfully obtained pre-hearing dismissal on basis that all claims were ineligible for arbitration under FINRA’s six-year eligibility rule
• Achieved victory for publicly traded company and two officers in federal securities fraud class action filed in the district of Massachusetts; obtained dismissal of complaint and then prevailed on appeal before First Circuit Court of Appeals
• Co-authored amicus brief filed in the US Supreme Court on behalf of law and finance professors in support of the respondent investment adviser in Jones v. Harris Associates L.P. relating to mutual fund advisory fees
• A mutual fund adviser and distributor in purported derivative and class actions filed in the district of Massachusetts relating to excessive fees
• Assisted multiple investment companies and their boards of trustees in federal securities class actions and shareholder derivative litigation in the district of Maryland concerning alleged breach of fiduciary duties relating to market timing in mutual funds
• A broker-dealer in federal court matter in which claimants sought to vacate arbitration award and client moved to confirm; obtained confirmation of award, successfully opposed two motions for consideration and then obtained dismissal of Second Circuit Court of Appeals appeal on basis that appeal was not timely filed
• A financial services company in a 20-day NASD arbitration that resulted in the dismissal of all of claimant’s demands

Enforcement and Examinations

• Lead 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.”
• A mutual fund adviser and Fund complex client in a settlement agreement with the SEC relating to certain expense recaptures by the adviser of amounts that it had previously waived and reimbursed to its money market funds on a voluntary basis. The SEC imposed no civil penalty, which the SEC attributed to the adviser’s self-reporting of the matter, its prompt remedial actions, and that “throughout the staff’s investigation, [the adviser] provided detailed factual summaries and made substantive presentations on key topics.” 
• Assisted mutual fund adviser and Fund complex client with numerous routine and sweep examinations (e.g., alternative mutual funds, high-yield bond funds, money market funds)
• Assisted regional investment adviser with SEC examination focusing on potential cross-trading issues
• A broker-dealer client in state regulatory investigatory sweep focused on sales of alternative investments to seniors
• An individual financial advisor in connection with regulatory proceeding relating to potential insider trading
• A client in regulatory investigations relating to the marketing and sale of CDOs
• Assisted with representation of a major investment bank, and current and former employees, in RMBS investigations by various regulators
• An executive in connection with SEC revenue recognition investigation; after Wells submissions to the SEC, the investigation closed without action
• Assisted broker-dealer with state regulatory inquiry relating to underwriting of municipal bonds
• A broker-dealer in connection with inquiries by FINRA and state regulators concerning compensation practices
• A public company in connection with regulatory inquiries relating to insider trading

Investigations

• A special committee of board of closed-end funds appointed to investigate shareholder demands and derivative claims relating to redemption of auction-market preferred shares; plaintiffs voluntarily dismissed derivative action after review of special committee report
• Following acquisition of a family of mutual funds by a fund complex, conducted investigation of improper payments made by the predecessor funds’ investment adviser that were not properly disclosed to the predecessor funds’ board or shareholders
• Assisted with internal investigation for mutual fund complex relating to demand letter alleging investment adviser harmed mutual fund shareholders by failing to participate in settled class actions
• Assisted special litigation committee of board of an investment company appointed to investigate shareholder demands and derivative claims alleging improper market timing in mutual funds

Counseling

• Led extensive mutual fund “distribution in guise” review in response to SEC Division of Investment Management’s January 2016 guidance concerning mutual fund distribution and sub-accounting fees, and assisted with the development of Board reporting regarding intermediary payments
• Conducted mock SEC examination for investment adviser with in excess of $100 billion under management
• Assisted more than 15 clients with advice relating to the US Department of Labor’s evolving fiduciary rule, collaborating with Morgan Lewis’s ERISA and investment management teams
• Provided advice to investment advisors and fund boards in connection with evaluating potential participation in securities class actions versus initiating separate suit
• Advised investment adviser in connection with mutual funds’ potential participation in European collective actions
• Assisting several portfolio companies of private equity group concerning numerous disputes, including multiple successful mediations relating to post-merger claims concerning holdback amounts
• Counseling numerous clients regarding Massachusetts law relating to investment companies organized as Massachusetts business trusts, including advice on a wide variety of corporate governance issues

Pro Bono

• Since 2007, ongoing assistance and counsel to board of directors of local nonprofit Catholic nursery school
• A widow of a US veteran, winning reinstatement of her MA Department of Veterans' Services annuity benefits and an award of 100% of retroactive payments owed dating back to when the benefits were wrongfully initially denied two years earlier
• Successfully assisted disabled veteran with negotiations relating to MA Chapter 115 benefits
• An inmate client and obtained favorable settlement in federal and state court litigation with personnel of correctional center and medical service providers relating to injuries caused when inmate was deprived of medical care
• An inmate client and obtained favorable settlement in federal court litigation with correctional center and medical service providers relating to inmate’s medical care