Elizabeth L. Yingling is a securities litigator, defending clients in SEC investigations and enforcement actions, as well as in securities class action and derivative suits. She assists broker dealers with regulatory and compliance issues, including inspections, investigations and enforcement actions instituted by the SEC, FINRA and other self-regulatory organizations. She also counsels non-US based clients on US securities litigation risks and risk avoidance.
Elizabeth defends both public and private companies and their officers and directors in SEC and SRO enforcement proceedings and investigations, in federal and state securities fraud class actions and derivative suits, and in FINRA and AAA arbitrations. Elizabeth also represents clients in federal and state courts throughout the country, defending complex commercial litigation matters involving claims of, among others, fraud, breach of fiduciary duty, corporate waste and mismanagement, negligent misrepresentation, breach of contract, and deceptive trade practices.
Representative Legal Matters
- Obtained jury verdict, in the Western District of Texas, rejecting Section 10(b) securities fraud claim brought by the SEC against a publicly-traded financial services company. On a post-trial motion, the Court dismissed the section 17(a) claim against the Company. Also obtained sanctions against the SEC for discovery abuse.
- Defeated class certification in a suit initiated in the Northern District of Texas asserting claims for breaches of fiduciary duty and contract, and California unfair competition against a financial services company and its executive officers. After the denial of certification, plaintiffs dismissed the case.
- Defeated, in Travis County, Texas, the State Attorney General’s attempts to impose a receivership and injunction against a public financial services company and its subsidiary, as well as the executive officers, based upon alleged securities fraud and securities registration violations under the Texas Securities Act.
- Obtained closure of an SEC investigation of a financial education company relating to possible violations of the Investment Advisers Act. No finding of wrongdoing was made and no penalties were imposed.
- Achieved favorable settlement for a publicly-traded oil and gas services company in a class action suit brought in the Delaware Court of Chancery, alleging breaches of fiduciary duties in connection with a proposed USD 7.3 billion acquisition.
- Represented Swiss transportation and logistics company and its CEO in an investor suit asserting Section 10(b) fraud and common law claims based upon purported Foreign Corrupt Practices Act violations. Shortly after defendants filed a motion to dismiss in the Southern District of Texas attacking personal jurisdiction over the CEO and asserting forum non conveniens, the matter settled on very advantageous terms for the clients.
- Obtained closure of a two-year SEC investigation into alleged fraudulent misrepresentations relating to accounting practices of various real estate funds. The SEC made no findings of wrongdoing and no penalties were imposed.
- Represented officers and directors of a public software company in the defense of a derivative suit filed in the District of Nebraska alleging breaches of fiduciary duties in connection with a accounting restatement involving revenue recognition issues. In response to defendants’ motion to dismiss, plaintiff dismissed the case.
- Obtained closure of an SEC investigation of a publicly-traded software company arising from a multi-year accounting restatement related to revenue recognition and goodwill impairment issues. The SEC made no findings of wrongdoing and no penalties were imposed.
- Obtained dismissal of Section 10(b) securities fraud claim and related Section 20(a) controlling persons claim in a class action suit filed in the Eastern District of Texas against a publicly-traded food processing company and its officers and directors. The claims arose out of the announced write down of goodwill and other negative financial issues associated with a previous acquisition. Negotiated a very favorable settlement of the Section 11 and 15 Securities Act claims as a result of the dismissal of the fraud claim.
Chambers USA – Texas, Litigation: Securities (Band 3)
Martindale Hubbell – AV® rated
Professional Associations and Memberships
- State Bar of Texas
- Texas Bar Foundation - Life Fellow
- American Bar Association
- Dallas Bar Association
- Litigation Counsel of America - Fellow
- Women in White Collar Defense Association
- Texas Bar College
- U.S. Supreme Court~United States (2015)
- U.S. District Court, Western District of Texas~United States (2009)
- U.S. District Court, Eastern District of Texas~United States (2006)
- U.S. District Court, Southern District of Texas~United States (2001)
- U.S. Court of Appeals, Eleventh Circuit~United States (2000)
- U.S. Court of Appeals, Fifth Circuit~United States (1995)
- U.S. District Court, Northern District of Texas~United States (1992)
- Texas~United States (1991)
- Tulane University (J.D. cum laude) (1991)
- Oklahoma State University (B.S.) (1988)
Author, "U.S. Fifth Circuit Allows Receiver to Avoid Arbitration Clauses," Global Arbitration News, February 2017
Author, "Equitable Estoppel and the FAA: Are the Finality of Arbitration Awards at Risk?," Global Arbitration News, November 2016
Author, "Do We Deserve to Be Called Professionals," ABA Litigation, Spring 2016
Panelist, "Restatements: From Inception to Resolution," Baker McKenzie and PwC, February 2018
Speaker, "The Best Defense is a Good Offense: Practical Tips to Help Avoid the Pitfalls of Litigation and Regulatory Scrutiny," Voya Financial Advisor Insight 2018, January 2018