Michael Celio is a securities defense lawyer. He has handled a significant number of complex civil and criminal enforcement actions brought by the U.S. Securities and Exchange Commission and the Department of Justice. An experienced trial lawyer, Mr. Celio has tried more than a dozen cases to verdict in state and federal courts. He is ranked by Chambers, one of the youngest securities litigators so honored.
In his class action practice, he defeats allegations of securities fraud on behalf of publicly traded companies, their officers and directors. He has successfully defended numerous high-profile clients in federal district and circuit courts throughout the country. His most recent wins include a total dismissal of all actions against biofuel developer Amyris, Inc., and a precedent-setting opinion in the Ninth Circuit for Intuitive Surgical, Inc.
While at the firm, Mr. Celio was seconded to the San Francisco district attorney's office, where he was responsible for dozens of prosecutions and successfully tried numerous cases to verdict.
Awards and Honors
- Securities Litigation, Chambers, 2016
- Northern California Super Lawyer, White Collar Criminal Defense and Securities Litigation, 2010 - 2016
- BTI Client Service All-Star, 2013 - 2015
- Chair, Federal Courts Committee, Santa Clara Bar Association, 2014 - 2015
- Board of directors, Asian Law Alliance
- Board of directors, The Health Trust
- Winner of the Williston Contract Competition, Harvard Law School, 1996
- Best Brief, First Year Ames Moot Court competition, Harvard Law School, 1995
- Chevening Scholarship, 1994
- Firestone Award for Outstanding Research, Stanford University, 1994
- Phi Beta Kappa, Stanford University, 1993
- "Cutting Edge Topics in Class Action Litigation," Federal Bar Association, 2015
- “Government Initiatives and Perspectives/How to Deal Effectively with the Government,” Securities Litigation & Enforcement Institute, 2010 and 2007
- NITA Trial Advocacy Course, Instructor, Securities Litigation & Enforcement Institute, 2008 and 2010
- "July 2012 Securities Roundtable," California Lawyer, 2012
- "February 2012 Securities Roundtable," California Lawyer, 2012
- “Anything You Don't Say Can and Will Be Used Against You: Adverse Inferences from Invoking the Right to Remain Silent in DOJ/SEC Parallel Proceedings,” Practicing Law Institute, Securities Litigation & Enforcement Institute, 2010
- "Books & Records: More Than Just a Paper Cut,” Practicing Law Institute, Securities Litigation & Enforcement Institute, 2008
- “Internal Investigations: The Other Side Of Cooperation,” Practicing Law Institute, Securities Litigation & Enforcement Institute, 2007
Plaintiff v. Intuitive Surgical, Inc.: We defended Intuitive Surgical, Inc., a leading manufacturer of cutting-edge robotic surgery devices, from a securities class action. Plaintiffs alleged that Intuitive Surgical issued false and misleading statements regarding the company's financial results and prospects, when during the economic crisis of 2008, its financial results did not meet previously announced predictions. Plaintiffs’ lawyers filed a securities class action, which U.S. District Judge Lucy H. Koh dismissed with leave to amend. Then in a written opinion, Judge Koh agreed with each of our arguments, and dismissed the class action for the second time, this time with prejudice. Finally, the Ninth Circuit unanimously affirmed the dismissal in a 23-page published opinion.
Plaintiff v. Amyris, Inc.: In this putative securities class action, the plaintiff accused our client, a renewable energy company, of knowingly making false and misleading statements over the production of a chemical used in transportation fuels. After we demonstrated the company was simply mistaken in their projections and its statements provided meaningful cautionary warnings, the judge granted our motion to dismiss.
San Mateo School Districts v. San Mateo County: We represented San Mateo County and its former treasurer against a $20 million suit brought by a group of San Mateo County school districts. Following the 2008 Lehman Brothers bankruptcy - in the midst of the nationwide financial crisis - plaintiffs filed suit against the County, alleging officials violated their fiduciary duties by investing too heavily in Lehman holdings. However we convinced a San Francisco Superior Court judge to dismiss the case on the grounds that the complaint failed to comply with state and county laws governing lawsuits against public entities.
Receiver v. Venture Capital Firm: We won a total victory for a prominent Silicon Valley venture capital firm, which, along with 17 other defendants, was accused of conspiracy and breach of fiduciary duty. Our client and another venture capital firm invested in an internet-based portfolio company. The other firm sold the company’s stock to our client, which made a substantial profit after the company’s IPO. The stock sale, along with several other investments, led to the other firm’s collapse. In an effort to recoup its losses, the other firm’s receiver filed suit, accusing our client of conspiring with the company to sell the stock for a fraction of its value. Nearly all the other defendants settled, however we litigated the matter to its conclusion. After winning three different demurrers and a motion to dismiss, we won a final judgment for our client.
United States v. Bruce Karatz: We represented the former CEO of a public company in a criminal stock options backdating trial. Following a six-week trial in Los Angeles federal court, jurors acquitted our client on 16 of 20 counts. A federal judge then threw out one of two mail fraud counts. Despite the government's recommendation of a six year prison term, our client only received eight months of home confinement and a fine.
Plaintiffs v. Electronic Arts Inc.: We represented Electronic Arts, its officers and directors in parallel class actions and derivative lawsuits alleging securities fraud. After we won a motion to dismiss, the plaintiffs in all pending cases voluntarily dismissed their claims.
Securities and Exchange Commission v. Former Chief Financial Officer: We defended the former chief financial officer of a San Francisco-based hedge fund firm against charges of insider trading. The case was part of the government’s push to make insider trading the focus of financial fraud prosecution. The Securities and Exchange Commission named our client and several others in a civil suit, alleging they made more than $8 million trading on stocks based on insider tips. We knocked out half of the case on summary judgment and settled the remainder on very favorable terms.
Securities and Exchange Commission v. Former Executive: We represented the former controller of a failed online bank in a securities fraud action brought by the Securities and Exchange Commission. The case was settled on favorable terms.
United States v. Computer Programmer: We represented a Russian computer programmer arrested in the U.S. for allegedly violating the Digital Millennium Copyright Act. He was the first person to be charged under the criminal provisions of that statute.
United States v. Michael Shanahan Jr.: In a criminal options backdating case, we secured a dismissal before trial for Michael Shanahan Jr., who served on Engineered Support Systems Inc.'s board of directors and was a member of the company's compensation committee. We also represented him in a parallel options backdating action brought by the Securities and Exchange Commission. After eight days of trial testimony, a federal judge in Missouri granted our motion for judgment as a matter of law.
United States v. Stock Analyst: We secured a successful plea agreement for our client, a former hedge fund analyst, who admitted to insider trading. In exchange for his cooperation in a major FBI investigation, we convinced the judge to sentence our client to two years probation.