Laura Posner of Cohen Milstein Sellers & Toll PLLC served as the managing partner helping a group of pension funds secure a $1 billion settlement with Wells Fargo — one of the largest securities settlements of all time — earning her a spot among Law360's 2023 Securities MVPs.
Her biggest accomplishment this year:
Posner represented the Public Employees' Retirement System of Mississippi and the Employees' Retirement System of Rhode Island in a proposed securities class action suit accusing Wells Fargo of lying to investors about its compliance with consent orders tied to a series of consumer fraud scandals. The bank received final approval for the historic $1 billion settlement in September, and Posner said the deal ranks as the largest securities settlement ever that doesn't involve a restatement or criminal or civil charges by the U.S. Securities and Exchange Commission.
Posner said one of the key challenges of the case was proving that the bank's stock drops were a result of six of its disclosures of fraud. She explained that three of those disclosures took place during a period of unrelated negative news about the company, and the remaining three took place during a particularly rocky time in the markets: the beginning of the COVID-19 pandemic in March 2020.
"So much of our damages were in that period of time that had we not successfully convinced the defendants of our ability to prove damages for that period, we never would have been able to settle for the kinds of numbers that we were able to accomplish," Posner said. "So it was just legally complicated, complex, which is interesting to me, but also was really rewarding because we were able to get so much money despite those complications."
Posner said she hopes the deal will lead to reforms across the entire banking industry.
"I hope it will help to say to folks in the banking industry writ large, not just Wells Fargo: You need to have your compliance house in order. This is an essential component to being a participant, particularly of this size, in the banking industry," she said. "[And] that the repercussions when you don't are severe."
What motivates her:
Posner is a plaintiff-side class action securities litigator, but she said she entered law school with a different goal in mind: civil rights litigation. She planned to work in the U.S. Department of Justice's Civil Rights Division, but said at the time she graduated Harvard Law School in 2004 the civil rights work being done in the DOJ was sparse, leading her to reevaluate her path.
Eventually, Posner said, she realized that the goals she originally sought to accomplish through civil rights litigation were achievable through securities litigation. Since then, she's been doing that work for nearly 20 years.
"I think economic justice is the way to help marginalized communities, to help communities that are like the unsung heroes of our society — the teachers, the firefighters, public employees, the folks who are generally middle and lower class in our country, who desperately need the ability to move up economically, who have been shut out of the economic system, whether by rule, law or inability to have excess cash, and who largely do not have the resources for safe retirement," Posner said.
"That's been extremely gratifying work," she added. "I think it's meaningful and really helps people."
Posner pointed to cases she has worked on that led to reforms in the gaming, tech and fashion industries, including a race and sex discrimination suit against Pinterest that ended with the creation of a $50 million workplace reform budget, and sexual harassment suits against Wynn Resorts and L Brands that each ended in $90 million corporate governance reform agreements.
"'I've really been able to kind of do that initial civil rights work that I care, still, very deeply about, but through a different mechanism that companies are forced to deal with and are forced to deal with on a macro level," she said.
Her biggest challenge this year:
Posner highlighted the challenges of bringing market manipulation claims, including in a suit accusing Credit Suisse of manipulating the market for XIV notes and a suit accusing Overstock.com Inc. and its former CEO of trying to squeeze short sellers.
She said these claims can be tricky to prove because the law surrounding them is not as developed and because manipulation often occurs without a statement being made to the public.
"They're challenging to bring, challenging to convince courts of their merits," Posner said. "Courts, like any other institution, are wedded to certain things and see things repeatedly. So kind of moving the pendulum explaining the application of a new area is challenging, but one that I think is really critical for investors and market stability as a whole."
Her advice for junior attorneys:
For young attorneys still deciding what they want to do, Posner recommended picking a challenging area of law. She said being able to constantly learn and evolve is one of the things she loves most about her work.
"If you were not being challenged, both in terms of how the law is progressing, or what you have to demonstrate to plead and prove it is not challenging, if you're not constantly learning about new industries, new rules and regulations — I think you'd get bored," she said. "If I had to write the same brief all the time, if I had to write around the same issues all the time, it would be very difficult for me to be interested over a long career."
Posner also recommended that junior attorneys pick an area of law they feel passionate about.
"Being a lawyer is not easy. It often requires a lot of work, time away from family and friends and can be stressful," she said. "And if you don't love what you're doing and feel good about what you're doing every day, that, I think, would become pretty intolerable over a period of time."
"I think finding something that you're passionate about, that you believe in, that you think you are on the right side of is the biggest piece of advice I'd give to people," Posner added.