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Haynes and Boone, LLP

Daniel H. Gold

Daniel H. Gold


Haynes and Boone, LLP
Texas, U.S.A.

tel: +1 214 651 5154
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Dan Gold helps clients navigate the world of complex litigation. He excels at strategically identifying paths to victory and then focuses tirelessly on achieving his client’s legal and business goals. Dan’s client service and results have earned the trust and gratitude of individual clients and some of the country’s most recognizable and high-profile companies.

Dan has particular expertise in securities, fiduciary duty and class action litigation. He chairs the firm’s Securities and Shareholder Litigation Practice Group and formerly served as chair of the Securities Section of the Dallas Bar Association. Dan has been selected for inclusion in Texas Super Lawyers - Rising Stars Edition, Thomson Reuters, in Securities Litigation, 2007-2016.

Always focusing on ways to obtain early, pre-trial victories, Dan's recent successes include obtaining dismissal of shareholder derivative cases against the directors of a Fortune 20 company, denial of class certification and dismissal of all other claims brought by hedge fund investors seeking more than $1 billion in damages, summary judgment in a lawsuit alleging improper competition with the American Airlines Center, summary judgment on a $780 million claim arising from a major telecommunications transaction, and denials of class certification in significant consumer class actions for the National Football League and other clients. Dan also played a leading role in successfully defending the NFL in a jury trial against fraud claims brought by Super Bowl XLV ticketholders

Outside the firm, Dan is recognized as a leader in the community. For his service, commitment and leadership, Dan was honored as the Cardozo Society 2014 Young Attorney of the Year. In addition to his Dallas Bar Association service, Dan is a member of the Anti-Defamation League Regional Board for North Texas and Oklahoma, and in the leadership group of the Attorneys Division of the Jewish Federation of Greater Dallas.

Dan also frequently writes and speaks on issues related to class actions, securities litigation, and fiduciary duties. He has presented to, been interviewed, or published by the State Bar of Texas Annual Meeting, Dallas Business Journal, Bloomberg, Compliance Week, Corporate Counsel, Securities Regulation Law Journal, DFW Financial Services Counsel Roundtable, Securities Reform Act Litigation Reporter, Law360, UT Conference on Securities Regulation and Business Law, Litigation Section of the State Bar of Texas, Dallas Bar Association Securities Section, and Dallas Bar Association Business Litigation and Antitrust and Trade Regulation Sections.


J.D., Boston University, 2002 magna cum laude, Boston University Law Review
B.A., Biology, Brandeis University, 1999 cum laude
Areas of Practice
Professional Career

Significant Accomplishments

Shareholder Derivative Suit Dismissals. Obtained dismissal of shareholder derivative suits filed against the board of directors of AT&T.

Defense of the National Football League in Consumer Class Action. Defeated class certification for National Football League in lawsuit alleging claims of breach of contract and fraud against the NFL and the Dallas Cowboys for allegedly not providing prescribed seats to Super Bowl XLV ticketholders. Defeated individual plaintiffs’ fraud claims at jury trial.

Dismissal and Denial of Class Certification in Hedge Fund Litigation. Lead counsel for defendants in a putative class action alleging breach of fiduciary duty, aiding and abetting, and vicarious liability in connection with the failure of a hedge fund. Obtained dismissal of all claims against entity defendants, and was subsequently retained to defend individual defendants. Defeated class certification and obtained voluntary dismissal of remaining claims. In re Parkcentral Global Litigation.

Defense of Oil and Gas E&P Company in Shareholder Derivative Lawsuit. Defending a private exploration and production company in a shareholder derivative lawsuit challenging an acquisition of oil and gas working interests.

Summary Judgment in American Airlines Center Litigation. Obtained complete summary judgment on behalf of a top real estate developer and related defendants in breach of contract, breach of fiduciary duty, and fraud lawsuit brought by Mark Cuban-controlled companies and the operator of the American Airlines Center.

Summary Judgment on the Pleadings. Obtained complete summary judgment on the pleadings for AT&T on claims of breach of contract, fraud and quantum meruit brought by a German investment bank. Successfully defended judgment on appeal.

M&A Litigation. Represented companies, boards, special committees and investment banks in shareholders suits in Delaware and Texas challenging mergers and acquisitions and tender offers.

Defense of Class Action Under Texas Education Code. Successfully opposed class certification in a case alleging that online college violated Texas Education Code.

Poison Pill Litigation. Represented provider of enterprise software solutions in the Delaware Chancery Court trial and subsequent Delaware Supreme court appeal of the first case to challenge the validity of a 4.99 percent shareholder rights plan (or net operating loss "poison pill"). Selectica, Inc. v. Versata Enterprises, Inc. and Trilogy, Inc.

Hedge Fund Counseling. Advise hedge funds on minimizing litigation risk in connection with fund formation and structuring, exculpation and indemnification clauses, and investor disputes.

Clawback Claims Against Hedge Fund. Represented hedge fund in connection with clawback claims asserted by bankruptcy trustee for debtors that invested in Ponzi scheme.

Advice to Board of Directors in M&A Transaction. Advised Board of Directors of public company involved in merger transaction on minimizing risks and exposure of potential shareholder fiduciary duty and busted deal litigation.

Defense of Bankruptcy Adversary Proceeding. Successfully defended adversary proceeding brought by bankruptcy trustee claiming breach of contract. After obtaining dismissal of the complaint, convinced trustee’s counsel not to pursue the claim.

Special Committee Investigation. Represented Special Committee of the Board of Directors a public company in investigation of alleged wrongdoing by senior management.

Defense of Accounting Restatement and Earnings Projections Securities Fraud Claims. Defended worldwide pump manufacturer in a class action alleging securities fraud arising from accounting restatement, merger integration issues, and missed earnings projections. Obtained an order denying class certification and granting complete summary judgment in favor of the defendants, which was remanded for further proceedings after appeal. Flowserve Corporation Securities Litigation.

Special Litigation Committee Investigation. Representation of Special Litigation Committee of one of the country’s largest temperature-controlled transportation services companies in investigating breach of fiduciary duty claims arising from related-party transactions. Frozen Food Express Derivative Litigation.

Dismissal of Multi-Forum Shareholder Derivative Cases. Obtained dismissal of shareholder derivative suits in New York and Texas alleging that directors and officers breached their fiduciary duties in connection with accounting restatement, merger integration issues, and missed earnings projections. Flowserve Corporation Derivative Litigation.

Defense of Securities Class Actions. Defended the former President and CFO of a public company in a securities fraud class action arising out of the alleged failure to disclose related-party transactions. Natural Health Trends Securities Litigation. Representation of high technology client in parallel securities fraud class action, derivative litigation, formal SEC inquiry and internal investigation involving alleged accounting misstatements. Representation of biotechnology client in securities fraud class action arising out of non-approval of new drug.

SEC Enforcement and Litigation Matters. Representation of investment advisor in connection with SEC inquiry into "pay to play" practices involving public pension funds. Defense of an individual in SEC enforcement action alleging illegal insider trading.

Bankruptcy Trustee Litigation. Obtained summary judgment on behalf of the former President and CFO of a public company in a lawsuit brought by the bankruptcy trustee of a former distributor claiming fraudulent inducement and civil conspiracy. Kelly v. Lexxus International et al. Defense of former directors of bankrupt company in adversary proceeding brought by bankruptcy trustee alleging breach of fiduciary duty.

Supreme Court Holds that Securities Act Statute of Repose is not Subject to Equitable Tolling
Haynes and Boone, LLP, July 2017

On June 26, 2017, the Supreme Court held in California Public Employees’ Retirement System v. ANZ Securities, Inc., that the three-year time limit in the Securities Act of 1933 is a statute of repose that is not subject to equitable tolling. This means that shareholders will not be able to rely on the filing of a proposed class action lawsuit to suspend the running of a statute of repose on their individual claims...

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