Cummins and Brown Law Cummins Brown Law Cummins & Brown LLC
Scripps Center
312 Walnut St. ♦ Ste. 1000
Cincinnati, OH 45202
Phone 513-241-6400
Fax 513-241-6464
www.CumminsBrownLaw.com

 

 


James R. Cummins

Managing Member

James R. Cummins, Attorney
  • Telephone: (513) 241-6400
  • Fax: (513) 241-6464

PROFESSIONAL PROFILE

James R. Cummins is the Founding Member and Chairman of Cummins & Brown Co. L.P.A. He has practiced in the securities and corporate governance fields for over 25 years, including securities fraud class actions, shareholder derivative actions, proxy contests and board governance matters, as well as advising corporate officers and directors in compliance and enforcement matters. He has been recognized, among only 236 lawyers in 40 countries, for his corporate governance experience and expertise by the International Who's Who of Corporate Governance Lawyers.

 

In 2003, Jim was co-lead trial attorney in the successful prosecution of a federal securities fraud claim and state breach of fiduciary duty claim against DPL Inc. (NYSE: DPL). The global settlement of $145.5 million in the combined federal and state cases ranked at the time as the 21st largest in the history of securities fraud cases.

 

He was engaged in his former firm's work as Lead Counsel in the Freddie Mac Subprime and Fannie Mac accounting fraud securities class action litigation, Ohio Public Employees Retirement System, et a/. v. Federal Home Loan Mortgage Corporation, et al., United States District Court, Northern District of Ohio and In Re Fannie Mae Securities Litigation, United States District Court, District of Columbia. The first Freddie Mac litigation, Ohio Public Employees Retirement System v. Federal Home Loan Mortgage Corporation, United States District Court, Southern District of New York, in which his former firm was also Lead Counsel, was recently settled for $410 million, ranking the settlement at the time as the 9th largest of all federal securities class action cases.

 

Jim was co-trial counsel for 200 physicians in the nation's first successful antitrust, RICO and securities fraud case against an HMO system. The trial team secured a jury verdict of $108 million for their clients, which was the largest award in the history of Hamilton County, Ohio at the time, eventually resulting in $65 million payout to the clients.

 

Jim's creative and unique approach to proxy contests resulted, in leading successful change in management of an American Stock Exchange bank holding company. Characterized as an "exercise in corporate democracy", by US Banker, the monthly bible of the banking industry, Jim was recognized as the first attorney in the nation to use the Internet's worldwide web in a proxy contest, communicating rapidly and simultaneously with all of the company's shareholders. According to the Cincinnati Enquirer, Jim became the 'nerve center' through which the proxy fight was staged.

 

His achievements in complex corporate litigation were recognized in an American Lawyer survey of 400 corporate general counsel, as one of two recommended corporate litigators in the southern Ohio region.

 

Additional Information

 

 

Practice Areas: Securities Law; Corporate Law; Class Action, Derivative and Commercial Litigation; Health Care; Antitrust.

 

Admitted: Ohio, 1967; United States District Court, Southern District of Ohio, 1970; United States Court of Appeals, Sixth Circuit, 1995; Kentucky, 1999; United States District Court District of Columbia, 2004; United States Court of Appeals, First Circuit, 2008; United States Supreme Court, 2009; United States Court of Appeals, Fourth Circuit, 2009.

 

Law Schools: University of Cincinnati, J.D., 1967; New York University, LL.M. in International Business Transactions, 1968.

 

Case Note Editor, University of Cincinnati Law Review, 1966-1967.

 

Editor, New York International Law Review, 1967-1968.

 

College: Princeton University, A.B., 1964.

 

Member: Cincinnati (Member, Long Range Planning Subcommittee, 1989), Ohio State, Kentucky and American (Member, Committee on Federal Regulation of Securities, 1981-; Member, Subcommittee on Investment Companies and Investment Advisers, 1981-) Bar Associations.

 

Representative Clients, Engagements and Recent Honors

 

Securities and Shareholder Derivative Actions:

Ohio Public Employees Retirement System v. Federal Home Loan Mortgage Corporation, et al. (Freddie Mac II Securities Litigation), United States District Court, Northern District of Ohio, Eastern Division, Case No. 4:08-cv-160. Counsel for Lead Plaintiffs in subprime lending litigation (in progress).

 

In Re Freddie Mac Securities Litigation, MDL 1584, Lead Case No. 03-cv-4261, United States District Court, Southern District ofNew York. Counsel for lead plaintiffs and the class in a national federal securities fraud class action against Freddie Mac and three of its former executive officers. Global settlement of $410 million cash was the 9th largest federal securities class action at the time.

 

In Re Fannie Mae Securities Litigation, Consolidated Civil Action No. 04-cv-01639, United States District Court, District of Columbia. Counsel for lead plaintiffs in securities fraud class action litigation against Fannie Mae, three of its former senior executive officers and KPMG.

 

In Re DPL Inc. Securities Litigation, Case No. C-3-02-355, United States District Court, Southern District of Ohio. Co-Lead Counsel for lead plaintiffs and the class in federal securities fraud class action against company and its former senior officers. Global settlement of $145.5 million for combined federal and state cases was the 21st largest securities class action and settlement in the United States at the time.

 

In Re OM Group, Inc. Securities Litigation, Case No. I :02-cv-2163, United States District Court, Northern District of Ohio, Eastern Division. Counsel for lead plaintiffs and class in securities fraud class action litigation obtained a $92.4 million settlement.

 

David Slone, et al. v. Fifth Third Bancorp, et al., United States District Court, Southern District of Ohio, Western Division, Case No. 1:03-cv-211. Special counsel for Defendant Fifth Third Bancorp in securities fraud class action litigation.

 

ChoiceCare Litigation, United States District Court, Southern District of Ohio. Co-lead trial attorney; obtained jury verdict of $108 million against ChoiceCare for physicians.

 

Austern Trust v. Peter H. Forster, et al., Hamilton County Common Pleas Court. Represented plaintiff in shareholder derivative action resulting in a $5.5 million settlement, which included important corporate governance reforms.

 

In Re FirstEnergy Shareholder Derivative Litigation, United States District Court, Northern District of Ohio. Co-Lead Counsel for plaintiffs in shareholder derivative action achieving a $25 million settlement.

 

Other Litigation and Regulatory Enforcement Matters:

State of Ohio, Milk Antitrust Litigation, United States District Court, Southern District of Ohio:

Co-lead trial attorney; obtained settlement for Ohio schools in price fixing litigation.

 

Clorox (NYSE:CLX):
Defense litigation against claims of Proctor & Gamble (three cases); continuing defense litigation services.

Countrywide Credit Industries (NYSE:CCR):
Prosecution of noncompetition and trade secret case.

Johnson & Johnson (NYSE:JNJ):

Represent subsidiaries, including Ethicon Endo-Surgery, defense of non­competition litigation; representation of officers and employees in shareholder litigation involving Theragenics Corporation (not a J&J entity); employment law defense litigation.

SEC Enforcement Representation:
Representation of securities industry executives, corporate officers in SEC enforcement investigations.

 

Structural Dynamics Research Corporation (NASD:SDRC):
Defense representation of CEO in civil securities litigation and regulatory enforcement matters.

F&C Flavoring Co. (NASD)

Defense representation of Chairman and outside directors in shareholder litigation and regulatory enforcement matters.

 

Corporate Governance Projects:

Professional Bancorp (AMEX:MDB)
Successful proxy contest; board restructuring; crisis management; corporate governance matters; SEC compliance.

Frisch's Restaurants (AMEX:FRS)

Representation of board against dissident challenges; board restructuring; crisis management; continuing representation for SEC compliance and corporate governance matters.

 

Honors:

The American Lawyer, Corporate General Counsels' Selection (1 of 2 firms in Tri-State) for Litigation Resource in Ohio.

 

Ohio Super Lawyer 2007, 2008, 2009, 2010, 2011, 2012 and 2013, recognized as one of the top 20 Securities and Corporate Finance attorneys.

 

The American Lawyer, Winners Circle, 2006, "Big Suits", recognizing $410 million record settlement in Freddie Mac Securities Litigation.

 

The International Who's Who of Corporate Governance Lawyers (2002), selected as one of 66 U.S. attorneys (236 internationally), recognized by their peers and their clients as leaders in the field of corporate governance.

 

Member, Board of Commissioners on Grievances and Discipline of Supreme Court of Ohio, 1989-1994. Former Member, Advisory Committee on Local Rules, United States District Court for the Southern District of Ohio.

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Featured Speaker, Advising Corporate Directors and Officers (May, 2012), Ohio State Bar Association.

 

Featured Speaker, The New Whistleblower in Town: SEC's Dodd-Frank Whistleblower Rules in Litigation (October, 2011), Cincinnati Bar Association.

 

Featured Speaker, Just Say No: Accountants' Liability in Civil Securities Cases, (2008) American Accounting Association.

 

Featured Speaker, Multi-District Litigation/Class Actions (2007), Southern District of Ohio Federal Bench Bar Conference.

 

Invited Presenter, Protecting Shareholders' Rights from Corporate Wrongdoing (2007), Government Investigations and Shareholder Litigation, University of Dayton School of Law Symposium.

 

Featured Speaker, Corporate Governance and Internal Controls: What Sarbanes-Oxley Means for Businesses (2005), National Business Institute, Continuing Legal Education Program.

 

Featured Speaker, Sarbanes-Oxley Act Implications for Internal Auditors (2002) with Protiviti (former Arthur Andersen's Risk Management Practice Group).

 

Chairman & Featured Speaker, Corporate Ethics: Can Trust be Rebuilt (2002) with KPMG Forensic, Cincinnati Bar Association.

 

Lecturer: "Attorney Responses to Accountant Opinion Request Letters," Cincinnati Bar Association, 1987; "Civil RICO," Ohio Northern University, 1988; "The Year 2000 Time Bomb: Legal & Corporate Governance Implications for Board of Directors, Trustees and Officers," Cincinnati and Columbus Bar Associations, 1999.

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