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Amy Miller
Senior Counsel
M
s. Miller, who is a senior counsel, who works in the firm's corporate governance litigation practice. She prosecutes corporate governance and shareholder rights litigation on behalf of the firm's institutional investor clients. Her practice often focuses on merger and acquisition litigation arising from transactions that are structured to unfairly benefit the company's management or directors at the shareholders' expense, and other corporate governance disputes.

She has litigated numerous suits fighting "poison pills," "poison puts," and other defensive measures used by corporate boards to effectively sabotage buyout offers from other companies and infringe upon shareholders' voting rights. As counsel in the Atmel Corporation Litigation, she was a member of the team that successfully challenged the Atmel Board's novel extension of the poison pill device and obtained a revision of such pill that clarified its triggering points and provided shareholders with an opportunity to be heard in an advisory vote if Atmel adopts another poison pill in the future.

Ms. Miller also represents institutional clients seeking accountability from corporate management on issues ranging from corporate waste to breach of fiduciary duty.  For example, she was a member of the team that successfully prosecuted the In re Data Domain Shareholder Litigation, which obtained for Data Domain shareholders an increased purchase price by forcing the Data Domain Board of Directors to negotiate with an additional potential acquirer that the Board previously refused to consider. Ms. Miller further served as a member of the team that successfully litigated breach of fiduciary claims in the In re J.Crew Group Shareholder Litigation, by securing an additional monetary payment  for shareholders related to the sale of J.Crew and numerous corporate governance reforms to ensure a fair sales process occurred.  

She was also a member of the team that successfully prosecuted the In re ACS Shareholder Litigation, against the Board of Directors of Affiliated Computer Service, Inc.  The case alleged that the Board violated of its fiduciary duties relating to the Company's acquisition by Xerox Corporation and Boulder Acquisition Corp. by allowing the Company's founder and Chairman Darwin Deason to extract for himself millions of dollars of value that rightfully belonged to ACS's public shareholders through the proposed transaction. The firm obtained a settlement of $69 million, which included a personal payment of $12.8 million by Deason.   

Ms. Miller also served as counsel in a shareholder class action and derivative suit involving Landry's Restaurants, Inc. and its Board of Directors, which alleged that the Board breached their fiduciary duties by allowing Landry's CEO and Chairman to strip Landry's public shareholders of their controlling interest in the Company for no premium - thereby severely devaluing Landry's remaining public shares. Through litigation, the firm was able to significantly increase the consideration offered to Landry's public shareholders by more than 61%, and to obtain a $14.5 million cash recovery for shareholders.

Ms. Miller is currently involved in a high profile derivative litigation as a member of the team prosecuting the derivative action on behalf of News Corporation against its Board of Directors, including Rupert Murdoch, for breaching its fiduciary duties by failing in its duty of oversight along with other corporate governance failures, which have allowed Murdoch to run the company as his own personal fiefdom and fostered a corrupt corporate culture.   

In 2011, Ms. Miller authored "Rebalancing the System - Institutional Investors Fight for Corporate Governance Reform?" published in the firm's quarterly newsletter The Advocate For Institutional Investors.

Prior to joining the firm, Ms. Miller worked at Cadwalader, Wickersham & Taft, where she participated in a number of securities and corporate governance-related litigations, which included investigations by the S.E.C., Massachusetts United States Attorney's Office and Illinois United States Attorney's Office. Ms. Miller has also participated in an externship with the Honorable George B. Daniels of the U.S. District Court for the Southern District of New York.

New York
Tel: (212) 554-1416
Fax: (212) 554-1444
amym@blbglaw.com
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Education:

New York Law School, 2001, J.D., summa cum laude; Member and Articles Editor, New York Law School Law Review; Merit Based Scholarship

Boston University, 1995, B.A., magna cum laude

Bar Admission(s):

New York

U.S. District Court, Southern District of New York

U.S. District Court, Eastern District of New York