Richard B. Kapnick

Phone: (312) 663.4463            
Cell: (847) 894.8414

Brad is an experienced trial lawyer who has served as lead counsel in numerous matters involving complex commercial litigation and advised corporate officers and directors at critical junctures of business disputes. His clients also include business leaders, public and private companies, stockholders and activist investors, broker dealers and parties to bankruptcy and real estate-related claims. He has also regularly appeared in matters involving state and federal securities laws, directors’ and officers’ liability, and complex financial transactions, including mergers & acquisitions and post-transaction disputes. He has been recognized for the quality of his work by Leading Lawyers, Super Lawyers and Legal 500.

The University of Chicago Law School (J.D., 1982, with honors,
    Order of the Coif, Managing Editor, Law Review (1981-1982))
Wadham College, Oxford University (M.Phil., 1980, Intl. Rel., Marshall Scholar)
Stanford University (B.A., 1977, Pol. Sci. & Econ. with distinction, Phi Beta Kappa)

New York, 1993
Illinois, 1982

Complex Commercial Litigation
Directors’ and Officers’ Litigation
Securities Litigation
Real Estate Litigation
Bankruptcy and Insolvency Litigation
Stockholder Litigation
Mergers & Acquisitions Litigation

United States Supreme Court, John Paul Stevens
Illinois Supreme Court, Seymour Simon

Significant Engagements:

  • Plaintiffs and defendants in complex commercial litigation. The cases often involve insolvency, reorganization, financial and valuation issues and interpretation of complex commercial contracts, indentures and loan agreements.
  • Defendants in federal securities fraud class actions including public corporations and their officers and directors, including Sections 11 and 12 of the Securities Act and Sections 10 and 14 of the Securities Exchange Act. Cases have involved initial public and secondary offerings, private placements, financial restatements and alleged accounting misstatements, alleged forecasting errors, alleged shortfalls in insurance reserves, and alleged deficiencies in products, distribution and marketing. The matters often involve defense of the clients in related Securities and Exchange Commission proceedings.
  • Plaintiffs or defendants in shareholder and derivative claims, including corporations and their directors, officers and shareholders. Cases have involved forecasting, reporting of industry performance metrics, management decisions relating to investments and acquisitions, preferred stock claims, corporate opportunities, a director election contest, and a deadlocked board of directors.
  • Clients engaged in mergers and acquisitions disputes. Cases have involved the purchase and sale of private and public corporations, their assets and subsidiaries, including Revlon claims, entire fairness claims, hostile tender offers, the construction, reformation, and specific performance of merger and acquisition agreements and post-closing adjustment/indemnity claims. Many of these matters involved multiple federal and/or state forums.
Memberships and Activities:
Member, Advisory Board of the Stanford Institute for Economic Policy Research, 1999-Present
Member, Practitioners’ Reading Group for the Standing Committee on the Federal Judiciary, American Bar Association. U.S. Supreme Court Nominations:
  -Nomination of Sonia Sotomayor as Associate Justice of the U.S. Supreme Court, 2009
  -Nomination of Elena Kagan as Associate Justice of the U.S. Supreme Court, 2010
Chicago Symphony Orchestra:
  -Trustee, Chicago Symphony Orchestra, 1994-Present
  -Vice-Chair, 2001-2006
  -Chair, Artistic Committee, 2007-2012
  -Chair, Development Committee, 2002-2006
Cabrini Green Legal Aid Clinic:
  -Chair, Advisory Board, 1999-2004
  -Chair, Board of Directors, 1992-1993
Volunteer attorney, National Immigrant Justice Center, 1987-2004
Fellow, Leadership Greater Chicago

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