Marjorie P.Duffy

Partner

Columbus + 1.614.281.3655

Marjorie Duffy represents corporations, directors, and officers in securities, shareholder, and derivative litigation in federal and state courts across the country. She concentrates on litigation arising from mergers and acquisitions and other significant corporate events, as well as on fiduciary, governance, oversight, and appraisal claims. She has significant experience with stockholder demands for books and records under § 220 and other statutes. Marjorie also litigates RICO and other complex claims.

In 2019, Law360 selected Marjorie as one of the top six securities litigators in the country under 40 years old. She was a law clerk to the Chancellor of the Delaware Court of Chancery before joining Jones Day in 2008, and she is admitted in New York and Ohio.

Marjorie's representative litigation success includes obtaining dismissals of securities class actions under the Private Securities Litigation Reform Act (PSLRA) and of shareholder derivative and class actions. She successfully has litigated M&A and other commercial disputes and recently obtained summary judgment in a preferred stockholder dispute. She also secured summary judgment in a nationwide consumer class action.

Columbus Business First recognized Marjorie in its 2018 list of "40 under 40" honorees. She serves on the Executive Committee of the Friends of the Columbus Metropolitan Library and chairs its Governance Committee. She also chairs the board of directors of VOICEcorps, which provides services to the visually impaired, and is a longtime volunteer reader.

Marjorie is the New Lawyers Group coordinator in the Columbus Office and serves on its Recruiting Committee.

Expérience

  • Leading manufacturer responds to Section 220 demand to inspect books and recordsJones Day represents a leading manufacturer in response to a demand from a stockholder to inspect the company's corporate books and records pursuant to Section 220 of the Delaware General Corporation Law.
  • Cintas defends securities lawsuit challenging its financial projections, statements about a recent merger, and regulatory compliance mattersJones Day is defending Cintas Corporation and certain of its officers and directors in a federal securities class action relating to statements about a recent acquisition, Cintas' financial projections, and regulatory compliance matters.
  • Chicago-based company incorporated in Delaware receives advice regarding board adoption of forum-selection bylaw provisionJones Day advises a Chicago-based company regarding amendment of the company's bylaws.
  • Conagra defends securities and derivative litigation arising from merger with Pinnacle FoodsJones Day is defending Conagra Brands, Inc. and its officers and directors in a securities class action and several shareholder derivative actions.
  • Leading consumer products manufacturer defends against alleged trade secret misappropriation claimJones Day represents a leading manufacturer of consumer products against claims alleging misappropriation of trade secrets under the Ohio Uniform Trade Secret Act, unjust enrichment, and conversion.
  • Packaged foods company responds to shareholder pre-suit litigation demandJones Day is assisting a packaged foods company in responding to a pre-suit demand submitted by a shareholder.
  • Global manufacturer responds to Section 220 demand to inspect books and recordsJones Day is representing a global manufacturer in response to a demand from a stockholder to inspect the company's corporate books and records pursuant to Section 220 of the Delaware General Corporation Law.
  • NRCG obtains summary judgment on merger-related claims brought by preferred stockholder in Delaware Court of ChanceryJones Day obtained summary judgment on behalf of NRC Group Holdings Corp. and NRC Group Holdings LLC ("NRCG") on breach of contract and other claims asserted by a preferred stockholder in the Delaware Court of Chancery.
  • Packaged foods company responds to Section 220 demands for books and recordsJones Day represents a packaged foods company in responding to demands from several stockholders to inspect the company's corporate books and records pursuant to Section 220 of the Delaware General Corporation Law.
  • Manufacturer of bird food defends against putative class actionJones Day defended a manufacturer of bird food in a consolidated putative class action lawsuit alleging that the company sold bird food products that should not have been sold and seeking a refund of funds expended by consumers.
  • Fairmount Santrol successfully defends litigation seeking to halt mergerJones Day successfully defended securities class actions brought against Fairmount Santrol Holdings, Inc. and its directors, seeking to halt the merger transactions that created Covia Holdings, Inc.
  • Beneficient Company Group acquires shares in GWG Holdings, Inc.Jones Day advised The Beneficient Company Group, L.P. (BEN), a provider of liquidity products and services to the owners of alternative assets and illiquid investment funds, in its acquisition of shares in GWG Holdings, Inc. (GWG Holdings), a NASDAQ listed company that is a leading provider of liquidity to owners of life insurance in the secondary market, previously held by GWG Holdings’ founding stockholders, Jon R. Sabes and Steven F. Sabes.
  • Former CFO prevails in Third Circuit against fiduciary-duty and fraudulent-transfer claimsJones Day obtained dismissal of all claims asserted in an adversary proceeding against the former CFO of The Standard Register Company in connection with Standard Register's 2013 acquisition of a competitor company and its subsequent bankruptcy in 2015.
  • Goodyear defends against stockholder claim seeking inspection of books and recordsJones Day is representing The Goodyear Tire & Rubber Company in a stockholder litigation arising from a beneficial stockholder who seeks to inspect the company's books and records pursuant to Ohio law.
  • Inside Secure acquires Verimatrix for approximately $145 millionJones Day advised Inside Secure in its all cash acquisition of Verimatrix, Inc. for up to approximately $145 million in cash (including a potential earn-out).
  • Goodyear directors defend against shareholder derivative litigationJones Day is defending current and former directors and officers of The Goodyear Tire & Rubber Company in a shareholder derivative litigation.
  • Auto parts manufacturer seeks counsel in shareholder pre-suit litigation demandJones Day is assisting an auto parts manufacturer in responding to a pre-suit demand submitted by a shareholder.
  • Wendy's board of directors obtains dismissal of shareholder derivative action alleging breach of fiduciary dutyJones Day defended the board of directors of The Wendy's Company, obtaining dismissal of a shareholder derivative action brought against ten board members.
  • Health care services company responds to demand for books and recordsJones Day represents a health care services company in responding to a demand from a shareholder to inspect the company's corporate books and records pursuant to Section 1701.37(C) of the Ohio Revised Code.
  • Dismissal of shareholder challenge to Lubrizol's $9.7 billion merger with Berkshire Hathaway upheld on appealJones Day represented the board of directors of The Lubrizol Corporation in class-action and derivative litigation challenging the company's merger with Berkshire Hathaway, Inc., in a transaction valued at approximately $9.7 billion.
  • Interventions orales

    • May 27, 2020
      Recent Securities-Related Developments in Cyber and Data Privacy, Dallas Bar Association - Securities Section
    • March 12, 2020
      Latest Developments in Shareholder Demands for Books and Records
    • March 11, 2019
      Inspection Demands in the Digital Age: (e)Books and (e)Records
    • December 4, 2018
      Developments in Securities and Shareholder Litigation, Jones Day CLE Academy
    • August 28, 2018
      Insider Trading and Regulation FD - Legal Update, Jones Day CLE Speaker Series
    • November 28, 2017
      Directors and Officers in the Crosshairs: Trends in Securities and Shareholder Litigation, Jones Day CLE Academy
    • December 8, 2015
      Developments in Securities and Shareholder Litigation, Jones Day CLE Academy
    • March 8-10, 2013
      Fiduciary Responsibility course, Distinguished Practitioners in Residence Program in Business Law at The Ohio State University Moritz College of Law, co-teaching with the former Chancellor of the Delaware Court of Chancery
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