Tom serves as coverage and claims monitoring counsel for domestic and international directors and officers liability insurers, overseeing securities class action, derivative, and other litigation against insureds. He handles claims under public company D&O policies and private company management liability policies. Tom provides coverage opinions and represents insurers during the claim resolution process, including mediation efforts and other settlement negotiations.
Tom also practices in the areas of corporate and securities law, including advising clients regarding securities offerings, securities enforcement matters, and regulatory compliance. He represents clients in securities litigation and administrative proceedings; serves as an expert witness on securities law topics; and serves as a mediator for securities law disputes. Tom is a former Commissioner of the Ohio Division of Securities and a former Assistant Director of the Ohio Department of Commerce. He is listed in The Best Lawyers in America.
Noteworthy Experience
- Experience as coverage and claims monitoring counsel across a wide array of industries including automotive, broker/dealer, energy and mining, financial services, gaming, health care, pharmaceuticals, social media and technology
- Represent clients before the Ohio Division of Securities in connection with securities registration and exemption filings, enforcement matters, licensing issues, control bid (takeover) filings, and administrative proceedings
- Serve as expert witness on securities law topics
- Serve as a mediator for securites law disputes
- Served as Special Counsel for Ohio Bureau of Workers' Compensation in complex securities litigation
- Participated in drafting, advocacy, and implementation of numerous legislative initiatives, including the Ohio Corporate Reform/Sarbanes-Oxley Act of 2003 (H.B. 7), the Ohio Investment Adviser Act of 1999 (H.B. 695), and federal Gramm-Leach-Bliley Act of 1999 (Pub. L. No. 106-102)
- Presented testimony to the United States Congress and the Ohio General Assembly
- Assistant Director, Ohio Department of Commerce, 2000-2004
- Commissioner, Ohio Division of Securities, 1996-2000
- Adjunct Professor (Securities Regulation), Capital University Law School, 1998-2003
- Frequent speaker on securities law and D&O topics
Publications & Speaking Engagements
- Co-Author, Ohio Securities Law and Practice (3rd ed.)
- Contributing Author, Knepper and Bailey's Liability of Corporate Officers and Directors (8th ed.)
- Ohio Investment Adviser Manual (2002)
- "Civil Liability and Remedies in Ohio Securities Transactions," 70 U. Cin. L. Rev. 939 (2002) (with Michael Miglets and Keith Rowley)
- "An Overview of Am. Sub. H.B. 695's Amendments to the Ohio Securities Act and a Guide to Ohio's New Investment Adviser Provisions," 28 Cap. U. L. Rev. 359 (2000)
- "The Vitality of the Ohio Laws Designed to Encourage Negotiated Takeovers," 23 U. Day. L. Rev. 515 (1998)
- "Viewing the Columbus Skyline: Incorporating Federal Law into the Anti-Fraud Standard of the Ohio Securities Act," 28 U. Tol. L. Rev. 301 (1997)
- Client Alert: A Summary of the SEC and Ohio Crowdfunding Provisions, http://baileycav.com/insight/a-summary-of-the-sec-and-ohio-crowdfunding-provisions/
- Client Alert: SEC's Dim View of Indemnification Darkens
- An Overview of Ohio's Takeover Laws
- Basics of Ohio Securities Law
- Financial Advising by Attorneys
- Liabilities and Remedies for Securities Violations Under Ohio Law
Professional Recognition
- The Best Lawyers in America
- Sutton Who's Who in American Law
- The Ohio State University College of Law Distinguished Recent Alumnus Award
- North American Securities Administrators Association Outstanding Service Award
- Columbus Business First Newspaper Forty Under 40
Affiliations and Civic Involvement
- Professional Liability Underwriting Society
- Ohio State Bar Association (Corporation Law Committee)
- Ohio Division of Securities Takeover Advisory Committee
- Columbus Bar Association
- St. Brigid School - Volunteer
- Ohio Premier Soccer Club - Former Board Chair
Education
- The Ohio State University College of Law (J.D., with honors, 1990)
- Ohio State Law Journal, 1988-1990
- University of Notre Dame (B.B.A. 1987)
Bar Admissions
- Ohio
- United States District Court, Southern District of Ohio