Financial Services

Leonard A. Gail served as Deputy General Counsel and Senior Vice President at Bank One (later acquired by J.P. Morgan Chase). He managed the following practice groups in the Law, Compliance and Government Relations Department: Litigation (forty-two attorneys and paralegals in six locations), Bankruptcy (sixteen attorneys and paralegals in five locations), Technology and Procurement (eleven attorneys in two locations), Real Estate (four attorneys and paralegals in two locations), Regulatory Proceedings (two attorneys and paralegals in one location), and Finance and Administration (ninety-two individuals in seven locations). He served as chief financial and operating officer for the Law, Compliance and Government Relations Department with over $100 million budget and over 450 individuals. He provided the principal interface with the Company’s Finance and Planning, Reporting, & Analysis groups and represented the Department at the Chairman’s bi-monthly Corporate Staff meetings. Initiatives for which he was responsible included the transition to charging lines of business directly for outside counsel legal fees, monthly tracking by practice group of actual financial results vs. budget, and administrative staff upgrades. His special projects included a multi-million-dollar outside counsel fee reduction initiative; management control environment upgrades including the transition to electronic billing and invoice review, matter management, timekeeping, and periodic and ad hoc reporting; and the Department’s law firm diversity initiative. He also briefed and argued cases on behalf of Bank One in the United States Courts of Appeal.

Other financial services representations involving the Partners of the firm include:

Leading hedge funds and portfolio managers in a series of regulatory compliance matters in the United States and United Kingdom, which involved analyzing governing law, coordinating cross-jurisdiction legal opinions, and providing advice to clients.

A leading European bank with respect to international regulatory compliance issues in connection with a project to develop a worldwide electronic securities-trading platform for customers in Europe and the United States.

One of the nation’s largest financial services firms in putative class action litigation alleging breach of contract, fraud, and RICO in connection with forced-placed property insurance.

International insurance companies in connection with a constitutional analysis of Untied States pre-judgment attachment statutes.

The Illinois Director of Insurance in connection with the regulation, including in run-off, of one of the nation’s largest mortgage insurers.

A financial services company in pursuing an interlocutory appeal on a question of statutory construction in defense of a class action alleging violation of the Homeowners Protection Act.

A financial services organization in an IRS challenge to the validity of a cross-border financing transaction under the "economic substance doctrine."

JPMorgan Chase for trial in a case involving a certified class alleging violation of California’s Unfair Competition Law (Business and Professions Code ยง 17200) arising from allegedly deceptive adjustable rate mortgage loan disclosures.

JPMorgan Chase in a dispute with its landlord regarding breach of lease.

An aerospace company and its CEO in a dispute with its accountant regarding earnout calculations.

JPMorgan Chase in a case involving an indemnification dispute arising out of the sale of assets to another bank.

Dean Witter and Sears, Roebuck at trial and on appeal in antitrust action alleging refusal to deal in credit card issuance market. SCFC ILC, Inc. v. VISA, USA, Inc., 936 F.2d 1096 (10th Cir. 1991).

Sears Payment Systems in breach and anticipatory breach of contract dispute against Fred Meyer involving proprietary credit card processing.

A group of investment funds in a case presenting the questions (1) whether a state ban on speech by an issuer of unregistered securities to members of the public based upon their financial status violates the First Amendment, where the speech is concededly truthful and non-misleading, and where the state characterizes the speech ban as a “disclosure rule” to further an objective that federal law does not permit the state to achieve directly, and (2) whether the Due Process Clause of the Fourteenth Amendment permits a forum state to exercise personal jurisdiction over a non-resident business solely because the business operated a website accessible from the state (and from any other location in the world) and sent a single concededly truthful and non-misleading e-mail responding to a resident’s inquiry, when the business did not enter (and, based upon these communications, could not have entered) into a transaction with the resident. Bulldog Investors General Partnership v. Galvin, 132 S.Ct. 2377 (2012).

The Council on State Taxation, National Association of Manufacturers and National Marine Manufacturers Association in a case presenting the question of whether the Commerce Clause bars a state from imposing income and franchise tax on an out-of-state company engaged in interstate commerce, when that company has no “physical presence” in the state. FIA Card Services, N.A. v. Tax Commissioner of the State of West Virginia, 127 S. Ct. 2997 (2007). See 2007 WL 1379714 (brief) (U.S. Supreme Court).

Bank One (later acquired by J.P. Morgan Chase) in a case presenting the question whether a national bank is “located” in, and thus a citizen of, for diversity purposes, the state of its principal place of business and the state listed in its organization certificate. Horton v. Bank One, N.A., 387 F.3d 426 (5th Cir. 2004).

JPMorgan Chase for trial of a no-fault tort case in which plaintiff claims traumatic brain injury and multi-million dollar damages.

USAmeriBank in a dispute concerning its obligation, if any, to share the proceeds of a set-off with lending syndicate members as borrower’s criminal fraud unfolded where USAB purchased participations in the loan. USAmeriBank vs. Sovereign Bank, Case No. 2D12-389 (2 Dist. Ct. App. Fl.).

A Fortune 50 financial services client analyzing the scope an arbitrator's subpoena power.

The First National Bank of Chicago (now part of J.P. Morgan Chase) in a case presenting the question of the enforceability of an option under an interest-rate-swap agreement. First National Bank of Chicago v. Ackerley Communications, Inc., 28 Fed. Appx. 61 (2d Cir. 2002). See 2001 WL 34355866, 2001 WL 34355867 (briefs) (U.S. Court of Appeals for the Second Circuit).

Provided 1031 Exchange company in financial distress critical counsel that enabled the company to successfully avert suicidal litigation and instead to negotiate a favorable settlement using pressure from a state attorney general.

Assessed strengths and weaknesses of regulatory charges brought against casino operator and helped negotiate a sensible settlement using and based on that analysis.

The United States in the criminal prosecution of securities parking and free riding at John Dawson & Associates.

A publicly traded financial services firm and its employees in connection with a criminal government investigation of a bank borrower.

A publicly traded financial services firm in connection with an intended third-party beneficiary contract and professional malpractice claim against one of the nation’s largest insurers.

One of the nation’s largest financial services firms in dispute with a similar firm concerning alleged breaches of representations and warranties incident to a business sale.

Bank One (later acquired by J.P. Morgan Chase) in a series of cases presenting the question of the enforceability, under the Federal Arbitration Act, of an arbitration clause in a credit-card customer agreement. Bank One, N.A. v. Boyd, 288 F.3d 181 (5th Cir. 2002). See 2001 WL 34095898 (brief) (U.S. Court of Appeals for the Fifth Circuit); Bank One, N.A. v. Pittman, 54 Fed. Appx. 405 (5th Cir. 2002). See 2002 WL 32179237 (brief) (U.S. Court of Appeals for the Fifth Circuit); Bank One, N.A. v. Quinn, 46 Fed. Appx. 226 (5th Cir. 2002). See 2001 WL 34154175 (brief) (U.S. Court of Appeals for the Fifth Circuit).

The United States in a criminal trial where the defendant was charged with and convicted of asset securitization fraud.

Bank One (later acquired by J.P. Morgan Chase) in a case presenting the question whether the prudential “tribal exhaustion” doctrine relating to Native American tribal courts displaces the statutory command of the Federal Arbitration Act. Bank One, N.A. v. Shumake, 34 Fed. Appx. 965, 281 F.3d 507 (5th Cir. 2002), 537 U.S. 818 (2002). See 2002 WL 32750710, 2001 WL 34127735, 2001 WL 34127734 (briefs) (U.S. Supreme Court and U.S. Court of Appeals for the Fifth Circuit).

Bank One (later acquired by J.P. Morgan Chase) in a case concerning the scope and applicability of lender liability under state law. Layne v. Bank One, Ky., N.A., 395 F.3d 271 (6th Cir. 2005).

JPMorgan Chase for trial in a case involving a certified class alleging breach of the covenant of good faith and fair dealing arising from changes in the minimum monthly payment due pursuant to the change in terms provision following a credit card promotion regarding balance transfer loans and promotional interest rates.