Bruce B. Kelson

Partner

  • Bruce B. Kelson
  • Phone: +1 650 847 4176

    Import to Address Book

  • Duane Morris LLP
    260 Homer Avenue, Suite 202
    Palo Alto, CA 94301-2777
    USA

Bruce B. Kelson focuses his practice on securities litigation and other complex commercial litigation for U.S. and foreign clients in a range of industries, including financial services, real estate, venture capital, software and technology, among others. Mr. Kelson represents clients in SEC, FINRA and other regulatory investigations and enforcement proceedings; internal investigations; securities class action and shareholder derivative litigation; M&A transaction-related issues and litigation; director and officer liability and corporate governance issues and litigation; antitrust and unfair competition litigation; and other commercial litigation. He has extensive experience in federal and state courts and arbitral forums in California, New York, Delaware and other states.

Mr. Kelson is a 1993 graduate of Vanderbilt University Law School, where he was associate editor of the Vanderbilt Law Review, and a cum laude graduate of Dartmouth College.

Admissions

  • California
  • New York
  • U.S. District Court for the Northern District of California
  • U.S. District Court for the Southern District of California
  • U.S. District Court for the Central District of California
  • U.S. District Court for the Eastern District of New York
  • U.S. District Court for the Southern District of New York
  • U.S. District Court for the District of Colorado
  • U.S. Court of Appeals for the Ninth Circuit

Education

  • Vanderbilt University Law School, J.D., 1993
    - Associate Editor, Vanderbilt Law Review
  • Dartmouth College, A.B., cum laude, 1987

Experience

  • Duane Morris LLP
    - Partner, 2023-present
  • Schnader Harrison Segal & Lewis LLP
    - Partner, 2016-2022
  • Manatt Phelps & Phillips LLP
    - Partner, 2007-2015
  • Shearman & Sterling LLP
    - Associate/Counsel, 1993-2007

Honors and Awards

  • Listed in The Best Lawyers in America, 2024

Selected Publications

  • "The SEC's Expanded Powers and Remedies in the SEC-Friendly Forum of Administrative Proceedings," Newsletter, October 4, 2011

  • "When ‘Unfinished Business' Really Means ‘Lost Business': Ninth Circuit Finds A Claim Stated For Securities Fraud Based On Undisclosed Risks Involving Contract Backlog," June 20, 2008

  • "United Rentals Denied Specific Performance, Cerberus Walks: Use of Forthright Negotiator Principle a Cautionary Tale for M&A Professionals," The M&A Lawyer, Vol. 12, Issue 3 (March 2008), and Newsletter, May 13, 2008

  • "In Closely Watched Stoneridge Case, U.S. Supreme Court Rejects ‘Scheme Liability' Theory and Declines to Extend Securities Fraud Liability to Secondary Actors in Context of Private Litigation," Newsletter, January 17, 2008

  • "California's Fourth District Court of Appeals Applies the ‘Injury in Fact' and ‘Causation/Reliance' Elements of the UCL Standing Requirement to Uphold Dismissal of UCL Claim at Pleadings Stage," Newsletter, January 14, 2008

Selected Speaking Engagements

  • "Anti-Corruption: What You Must Know About the Foreign Corrupt Practices Act," ALFA International 2014 International Client Seminar, March 7, 2014

  • "Distressed Debt Litigation: Causes, Concerns, Risks and Prevention," IMN Conference on Distressed Debt Investing and Risk Management: Navigating the Post-Subprime World, September 18, 2008

  • 23rd Annual M&A Institute (regarding Material Adverse Change clauses in Merger Agreements and current issues and disputes), November 15, 2007