Steve Poss is a senior partner in the Litigation Department of Goodwin Procter LLP. He is co-chair of the firm’s Securities Litigation & SEC Enforcement Practice, and is also a member of the firm’s Financial Services, Private Equity and IP Litigation Practices.

Mr. Poss has a national business litigation and corporate counseling practice, particularly in the areas of securities class action defense, SEC investigations and enforcement actions, SEC disclosure issues, corporate governance, internal investigations, complex business litigation and arbitration, mergers and acquisitions, private equity and venture capital disputes, post-closing disputes, contests for corporate control and intellectual property disputes.

Work for Clients

Mr. Poss has represented a broad range of clients in defending securities class action suits, SEC Enforcement and stock exchange investigations, conducting internal investigations and other special committee work, and complex business litigation and arbitrations. He spends much of his time representing both domestic and internationally-based corporations, corporate officers and directors, and special board committees in crisis situations. He also counsels clients and presents training sessions for corporate officers and directors and the accounting community on corporate governance and internal control issues, particularly compliance with Sarbanes-Oxley. Mr. Poss has represented corporations and their directors across the country in litigation and other matters involving tens of billions of dollars in merger and acquisition transactions. He also represents REITS, hedge funds, venture capital and private equity firms, as well as their portfolio companies, in connection with deal protection, IPO issues, corporate governance issues, shareholder disputes and transactional litigation.

In the intellectual property area, he has represented major corporations, as well as high tech companies, in patent, trademark, trade secret and copyright disputes ranging from cutting-edge fiber-optic laser technology and computer operating system architecture to packaging designs for frozen seafood.

Professional Activities

Mr. Poss served the maximum number of terms as the Vice-Chair and then the Co-Chair of the Securities Litigation Subcommittee of the American Bar Association Section of Business Law from 2000-2007. He has been selected by a peer-review survey to appear since 2001 in each edition of The Best Lawyers in America as one of the best business litigators in the country, and has been selected by Chambers & Partners to appear in its researched-based guide, Chambers USA: America’s Leading Business Lawyers each year since the guide began publication. Chambers USA ranks Mr. Poss as a leading business lawyer in both Securities Litigation and General Commercial Litigation. He has been named each year by Boston Magazine as one of Massachusetts’ “Super Lawyers,” based on a peer-review survey. He is a member of the National Advisory Board of The SEC Institute, Inc. Mr. Poss is a former Vice Chairperson of the Massachusetts Bar Association Business Litigation Committee and a former member of the Civil Litigation Curriculum Committee of Massachusetts Continuing Legal Education. Mr. Poss has been approved as Panel Counsel for Securities Litigation by AIG/National Union, a worldwide leader in Directors and Officers liability insurance.

Publications/Presentations

Mr. Poss is an active lecturer. He has spoken across the country and in Europe and written on topics such as “Practical Tips for Adopting Sarbanes-Oxley,” “Boardroom Dangers for Private Equity Partners,” “Corporate Governance in the Post-Enron Era,” “Internal Investigations – Dealing with the Aftermath,” “Defusing Website Time Bombs,” “Internal Control Over Financial Reporting,” “Shareholder Disputes,” “The Ultimate Trial Notebook,” “Mergers and Acquisitions – How to Avoid Litigation,” “What the New Securities Litigation Reform Act Means for Institutional Investors,” and “Going Public – the Morning After.” The AICPA has invited him to speak on its quarterly live national continuing professional education webcasts on SEC issues for CFOs and CPAs. NASDAQ has asked him to speak to senior executives of NASDAQ-listed companies on disclosure, corporate governance and securities litigation issues at NASDAQ educational forums across the country. He served for many years on the faculty of the annual Massachusetts Continuing Legal Education seminar on Civil Motion Practice. He has been quoted widely in leading publications such a The Wall Street Journal, The National Law Journal, and CFO Magazine. A representative list of his articles and speeches is attached.

Professional Experience

Mr. Poss was trained as an associate at Cravath, Swaine & Moore in New York before joining Goodwin Procter in 1987.

Bar and Court Admissions

Mr. Poss is a member of the Massachusetts and New York bars, as well as the bars of the U.S. Supreme Court; the U.S. Courts of Appeals for the First, Second, Fourth, Fifth, Sixth and Federal Circuits; and the U.S. District Courts for the District of Massachusetts and the Southern and Eastern Districts of New York. He has appeared pro hac vice in numerous state and federal jurisdictions across the country.

Education

J.D., University of Chicago Law School, 1981
B.A., Amherst College, 1978 (magna cum laude)

At Amherst College, Mr. Poss raced on the ski team, was an editor of the college paper and served as teaching assistant to Professor Henry Steele Commager. The college awarded Mr. Poss a John Woodruff Simpson Fellowship for Graduate Study in Law.

Selected Articles and Speeches