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John C. Wander

John C. Wander Partner, Shareholder Litigation & Enforcement

John focuses his practice on commercial litigation in the accounting, securities, manufacturing, and insurance industries. He is admitted in all state and federal courts in Texas, has an active national practice, and routinely represents issuers and accounting firms before the Securities and Exchange Commission. A significant portion of John’s securities practice involves (i) regulatory investigations and litigation arising out of financial restatements and accounting fraud, and (ii) shareholder fiduciary duty disputes. The remainder of John’s practice involves complex business litigation, with a focus on partnership disputes, tax disputes, and matters involving termination of business relationships. Most recently, John has served as the co-lead trial counsel for Energy Transfer Equity, L.P. in its merger litigation with The William Companies.

John currently serves as Co-Chair of the firm-wide Complex Commercial Litigation Practice. John is also a member of V&E’s Management Committee.

Experience Highlights

Accounting and SEC Matters

  • Lead counsel for international construction company in an SEC investigation of financial restatement arising out of percentage completion accounting practices 
  • Represented international construction company in an SEC investigation arising out of company’s use of confidentiality agreements with employees, resulting in closely-watched settlement 
  • Lead counsel for oil and gas company in an SEC investigation related to company’s sales practices 
  • Represented field services company in an SEC investigation related to accounting for employee PTO and general financial controls 
  • Lead counsel for Big Four accounting firm in an SEC investigation regarding appropriate accounting for VPP transactions by gas production company 
  • Lead counsel for Big Four accounting firm in an SEC investigation arising out of percentage completion accounting in aircraft manufacturing sector 
  • Conducted internal investigation into allegations of improperly disclosed related party transactions at refinery company 
  • Lead counsel for a Big Four accounting firm in an SEC investigation of revenue recognition practices by an accounting firm client
  • Tried a $40 million audit malpractice case to successful jury verdict in favor of the Big Four accounting firm
  • Lead counsel for a Big Four accounting firm in an SEC investigation of revenue presentation practices by an accounting firm client
  • Lead counsel for a Big Four accounting firm in a broad SEC investigation of the accounting firm’s energy sector client
  • Represented a Fortune 25 company in connection with an inside trading investigation by SEC
  • Represented a Dallas-based public company in connection with an inside trading investigation by SEC arising out of acquisition activity
  • Independent counsel for a public company investigating allegations of distributor kickbacks to an executive officer
  • Lead counsel for a Big Four accounting firm in consulting malpractice litigation involving conflicts of interest allegations
  • Lead counsel for a Big Four accounting firm in litigation, SEC investigation, and State Board of Public Accountancy investigation arising out of a $80 million embezzlement by the CFO of a public company
  • Lead counsel for a Big Four accounting firm in $60 million malpractice litigation involving tax shelter activities

Section 11 Securities Litigation

  • (D. Del.) — Lead counsel for money transfer services company in Section 11 litigation arising out of secondary offering shortly before stock drop
  • (S.D. Fla.) — Obtained dismissal on 12(b)(6) as lead counsel for a fund of funds sued by investors alleging misrepresentations in offering a memorandum related to Madoff funds
  • (N.D. Tex.) — Lead counsel for private equity sponsors in consolidated litigation arising out of alleged reserve misrepresentations contained in a registration statement issued by an exploration company; the motion to dismiss was granted
  • Obtained dismissal on 12(b)(6) as lead counsel for a Big Four accounting firm in federal shareholder class action litigation alleging securities fraud in connection with debt offering registration statements issued by the accounting firm client

Mergers & Acquisitions

  • Represents buyers, sellers, and directors and officers in shareholder class action and derivative litigation arising out of merger transactions
  • Obtained opinion permitting Energy Transfer Equity, LP to terminate merger agreement with The Williams Companies based on failure of condition precedent relating to the provision of a tax opinion; Decision affirmed by the Delaware Supreme Court on March 23, 2017 The Williams Companies, Inc. v. Energy Transfer Equity, L.P., 2016 WL 3576682 (Del. Ch. June 24, 2016)
  • Representative transactions: Energy Transfer's terminated acquisition of The Williams Companies; AltaGas acquisition of WGL Holdings; Ant Financial acquisition of MoneyGram; private equity acquisition of Sizmek, Inc.; MoneyGram recapitalization; management buyout of Exco Corp.; private equity acquisition of Sport Supply, Inc.; acquisition of Odyssey Healthcare by Gentiva, Inc.; private equity acquisition of Entrust, Inc.; private equity acquisition of TXU Corp.; private equity acquisition of United Surgical Partners International, Inc.; acquisition of MetaSolv, Inc. by Oracle; private equity acquisition of UICI, Inc.

Insurance Matters

  • Nationwide counsel for family of life insurance companies in litigation relating to premium-financed life policies
  • Lead counsel in class actions against an insurance company allegedly underpaying disability benefits to policyholders and failing to provide timely benefits decisions to workers’ compensations claimants
  • Defended several insurance companies in class action litigation and individual lawsuits involving “vanishing premium” life insurance policies, including trial and summary judgment victories
  • Represented a major insurance holding company in litigation with managing general agents over market exits

General Business Litigation Matters

  • Lead trial counsel for a taxpayer in a federal income tax refund case involving research and development tax credits
  • Assisted real estate developers in litigation surrounding the sale and purchase of real estate assets and partnership disputes
  • Represented majority-in-interest of a real estate partnership in a dispute with minority partners and dissolution of the partnership
  • Lead counsel for a mining equipment manufacturer in injunction proceedings denying temporary injunction and affirming termination of exclusive distribution agent
  • Serve as lead counsel for a private equity company in a termination dispute with a former partner
  • Successfully represented producers of Texas political debates over a twelve-year period in various lawsuits challenging editorial decisions about candidate participation


Contact Details

Dallas

T +1.214.220.7878
F +1.214.999.7878
jwander@velaw.com
Trammell Crow Center
2001 Ross Avenue
Suite 3900
Dallas, TX 75201
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John's Practices

  • The University of Texas School of Law, J.D. with honors, 1994 (Order of the Coif)
  • Northwestern University, B.A., 1989
  • Admitted to practice: Texas; All U.S. District Courts in Texas and Arkansas; Fifth Circuit Court of Appeals
  • Chambers USA, Litigation: Securities (Texas), 2014−2018; White-Collar Crime & Government Investigations, 2017 and 2018
  • D Magazine, “Best Lawyers in Dallas,” 2017
  • Legal 500 U.S., Dispute Resolution: General Commercial Disputes, 2017 and 2018; Securities: Shareholder Litigation, 2013−2018; M&A Litigation: Defense, 2014−2018; Energy: Litigation, 2016−2018
  • The Best Lawyers in America® (Woodward/White, Inc.), Commercial Litigation 2013—2017
  • Selected to the Texas Super Lawyers list, Super Lawyers (Thomson Reuters), 2011–2017
  • Selected to the Texas Rising Stars list, Super Lawyers (Thomson Reuters), 2004–2006
  • Member: American Bar Association; Dallas Bar Association; Leadership Dallas, 2004
  • Board of Directors: Vogel Alcove, 2009–present, Chair-Elect
  • Board of Trustees: The Center for American and International Law
  • University of Texas School of Law Alumni Association Executive Committee