David Kluft asks: “Can I sue my own client if I have an advanced waiver?” —

• “The OR bar opined on the following scenario: a law firm wanted to represent Client X in a dispute with its own Client Y. Client Y had separate counsel for the dispute, and the firm’s representation of client Y was completely unrelated to the subject matter of the dispute. Both Client X and Client Y had signed ‘advanced conflict waivers.’”
• “The OR bar gave a qualified yes to this arrangement, so long as the requirements of Rule 1.7(b) are met and the waivers are enforceable because they are specific enough to have identified in advance this type of conflict.”
• “(Ed. Note: The opinion is correct as far as it goes but punts on what happens next, e.g., how do you cross your own client on the stand when you have confidential information that may go to their credibility and that you can’t use? Good luck trying to convince a judge it’s all cool because the client you are now tearing apart signed a boiler plate form letter 10 years ago. Not a very useful opinion).”
• Opinion: here.

“How Six Big Law Firms Lost Confidential M&A Data to a Global Insider Trading Scheme” —

• “Over the course of a decade, three Big Law attorneys accessed confidential M&A data from six Am Law 100 firms on nearly 30 transactions for the purpose of selling the information to friends and family members who could trade on it, say federal prosecutors and SEC officials in court papers unsealed Wednesday.”
• “The documents outline the sheer scope of a plan that involved six Big Law firms. In some cases, the attorneys were able to access material non-public information for matters on which they weren’t staffed.”
• “Together, the three ex-Big Law attorneys allegedly stole non-public information from their former employers, including Wachtell Lipton Rosen & Katz, Latham & Watkins, Goodwin Procter, Sidley Austin, Weil Gotshal & Manges, and Willkie Farr & Gallagher.”
  • “The lawyers include Nicolo Nourafchan, whom the DOJ accused of co-leading the scheme alongside Robert Yadgarov. Nourafchan worked as a corporate associate at Cleary Gottlieb Steen & Hamilton after graduating from Yale Law School in 2011, before moving to Sidley Austin in 2013.”
  • “Nourafchan left Sidley for a year-long stint as in-house counsel at a film production company in 2018 and then arrived at Latham & Watkins in 2019. Nourafchan was terminated by Latham in August 2020, according to an unsealed indictment, and went to work for Goodwin Procter in 2021. Goodwin terminated Nourafchan in September 2023, per the indictment.”
  • “Gabriel Gershowitz graduated from Columbia Law School and in 2010, joined Weil, Gotshal & Manges, where he worked until his 2019 move to DLA Piper. Gershowitz then joined Willkie Farr & Gallagher in 2021 and worked there until 2025, when he became a cooperating witness for the U.S. Attorney’s Office for the District of Massachusetts.”
  • “A third lawyer, addressed as ‘co-conspirator 2,’ worked at Wachtell Lipton Rosen & Katz from 2013 to 2022, at which point he joined an investment bank.”
• “Nourafchan was the most prolific thief of non-public information, the DOJ and SEC documents indicate, having misappropriated confidential M&A data in 11 matters at Goodwin, five matters at Latham and two at Sidley.”
• “At Goodwin, Nourafchan was able to view confidential information in nine matters on which he was not staffed by accessing the firm’s ‘computer servers,’ the SEC complaint stated.”
• “He was similarly not staffed on four of the five matters in which he accessed non-public information while at Latham, but was still able to access this information, including ‘a draft merger agreement, diligence review tracker, timeline, and signing checklist,’ per the SEC.”
• “The DOJ and SEC documents provided incomplete or nonexistent information on whether Nourafchan, Gershowitz or co-conspirator 2 were staffed on matters in which they accessed and shared non-public information at the four other firms.”
• “In an email, a spokesperson for Wachtell said the second co-conspirator left the firm four years ago and noted that there are no allegations of wrongdoing against the firm. ‘Wachtell Lipton has cooperated fully with the U.S. Attorney’s office and will continue to do so,’ the spokesperson said.”
• “A Latham spokesperson referred Law.com to an earlier statement, in which the firm noted that Nourafchan had left the firm five years ago and said the alleged conduct would ‘reflect a serious violation of our robust policies and procedures.’”
• “Representatives of the four other firms did not immediately respond to questions about how their non-public information was accessed and how they would prevent misuse of confidential client data in the future.”
  “Gershowitz declined to comment through his attorney, Scott Morvillo. An attorney for Nourafchan, Eric Rosen, did not immediately
• “The ‘tipping scheme,’ as the SEC called it, included layers of middlemen who handed off material non-public information from the three corporate attorneys in order to avoid detection, although the DOJ indicated that some of the co-defendants traded on information they had been instructed not to trade on by other members of the scheme.”
• “The scheme targeted long positions on companies whose stocks were expected to rise in value after public deal announcements, which a network of traders were able to get ahead of, thanks to the deal lawyers’ insider information.”
• “The second co-conspirator accessed and shared non-public data for eight deals while at Wachtell, with the most recent deal being Occidental Petroleum’s 2019 acquisition of Anadarko Petroleum.”
• “While at Weil, Gershowitz also accessed and provided non-public information to Nourafchan on the Anadarko deal, in which Weil represented investment banks and Wachtell represented Anadarko. Gershowitz was staffed on the deal, the SEC stated in its complaint.”
• “Gershowitz also shared non-public information with Nourafchan and Yadgarov on a planned 2019 combination of a specialty packaging business owned by Ardagh Group with Exal Corporation, in which Weil advised a controlling Exal shareholder.”
• “Then, while at Willkie in 2024, Gershowitz was staffed on Sixth Street’s acquisition of global insurer Enstar Group Limited, in which Willkie represented Sixth Street. Gershowitz drafted a document titled ‘Project Elk-Reinsurance Diligence Call Agenda Items,’ in reference to the project’s codename, before sharing non-public information with Yadgarov in May 2024.”
• “Gershowitz also shared information on the deal with Nourafchan while the two were in Gershowitz’s apartment in July 2024. Co-defendant Joseph Suskind made $630,000 in illicit profit on the subsequent trade.”
• “The alleged perpetrators attempted to conceal their activities using codenames, with tips referred to as ‘airline flights’ and ‘learning,’ referring to the act of trading information.”
• “A total of 30 men were charged in Wednesday’s unsealed indictments, with charges including securities fraud, conspiracy to commit securities fraud, money laundering conspiracy and obstruction of justice, among others. The SEC’s complaint alleged violations of the Securities Exchange Act of 1934 against 21 men. Nourafchan and co-conspirator 2 were each charged and sued by the DOJ and SEC, respectively.”

See more details and government filings: “Thirty Individuals Charged in Global Insider Trading Scheme Netting Tens of Millions in Illicit Profits.“