Bilal Zaheer

Bilal Zaheer focuses his practice on commercial litigation in state and federal court, as well as arbitration. Bilal advises and counsels companies facing disputes arising from complex corporate and commercial transactions. He also defends companies, officers, directors and professional advisers involved in claims for breach of fiduciary duty and related claims involving alleged corporate misconduct brought by bankruptcy trustees, creditor committees, court-appointed receivers and shareholders, and regularly advises on matters of Delaware law arising in connection with such disputes. Bilal has represented clients across a diverse cross section of industries and in recent years has represented a number of clients in the health care and life sciences industries, including health insurance, pharmaceutical, medical device and health care technology companies.

An experienced trial attorney and member of the Trial Bar for the Northern District of Illinois, Bilal has first-chaired trials in federal and state court and has represented clients in disputes around the country. In addition, Bilal has significant experience representing international companies and non-U.S.-based clients involved in disputes within the United States as well as representing U.S. companies involved in disputes with companies and individuals located outside of the United States.

As part of his commitment to service, Bilal has served on the boards of local and national bar associations throughout his career, and currently serves on the Governing Board of The Chicago Committee on Minorities in Large Law Firms. In addition, Bilal maintains an active pro bono practice, where he has counseled and represented individuals and nonprofit organizations in a variety of civil proceedings.

Bilal's experience includes:

Corporate Governance, Deal Litigation and Securities

• Advises clients, including private equity firms and their portfolio companies, family-owned businesses, startups, shareholders and corporate directors and officers on a range of disputes arising from complex corporate transactions and commercial agreements, including mergers, acquisitions, divestitures, going private transactions, partnerships, joint ventures, operating agreements, books and records demands, earn-outs, claims for breaches of representations and warranties and indemnity, and enforcement of non-competition and non-solicitation provisions in the sale of company context
• Defended a group of former directors and officers of an insolvent medical device company against a $50 million claim for breach of fiduciary duty and related claims asserted by a post-confirmation litigation trustee (Polsky v. Ramnani, et al, No. 8:17-cv-00993 (C.D. Cal.))
• Defended Chinese auto parts manufacturer in Delaware books and records litigation initiated by shareholders after company's announcement of a going private transaction (Paz, et al v. SORL Auto Parts, Inc., No. 20-342 (Del. Ch.))
• Represented financial advisory firm in connection with shareholder derivative litigation arising out of a going private transaction (Feng, et al v. Han, et al, No. A-20-822393 (Nev. Dist. Ct.))
• Defended insurance broker against claims brought by court-appointed corporate receiver for aiding and abetting in the alleged diversion of millions of dollars in insurance commissions; secured defense judgment on behalf of client after a five-day bench trial and judgment affirmed on appeal (Breitweiser v. Highland Capital Brokerage, et al, 2019 IL App (1st) 181898-U, 2019 WL 6337358 (Nov. 25, 2019))
• Represented bankruptcy court-appointed Litigation Trustee in series of federal and state court cases, including trial and appeal, against corporation's former executives to enforce more than $70 million in promissory notes executed in connection with funding an employee stock option program; litigated claims and defenses under federal securities laws and Federal Reserve Board regulations (Costello v. Poisella, No. 1:05-cv-736 (N.D. Ill.) and related cases)
• Represented former CEO of financial services company in federal and state lawsuits involving claims of wrongful termination, tortious interference, breach of employment contract and violations of federal securities laws; obtained dismissal of defendants' counterclaims, including dismissal of $40 million dollar claim for breach of fiduciary duty (Simons v. Ditto Trade, Inc., et al, No. 1:14-cv-309 (N.D. Ill.))
• Represented group of shareholders, including the company's former CEO, in a shareholder derivative lawsuit asserting breach of fiduciary duty claims against corporation's officers and directors for waste of corporate funds and improper related party transactions; secured appellate reversal of trial court order dismissing case in appeal involving issues of first impression under Illinois corporate governance law (Caulfield v. Packer Grp., Inc., 2016 IL App (1st) 151558, 56 N.E.3d 509)
• Represented a large multinational corporation in an investigation before the U.S. Securities and Exchange Commission involving allegations of accounting fraud and potentially misleading disclosures to shareholders

Life Sciences and Health Care

• Represented a health care technology startup in federal court litigation with over $200 million in dispute concerning the rights to cutting-edge health care technology; litigated claims for trade secret misappropriation, unfair competition, commercial disparagement, computer fraud, tortious interference, defamation and breach of six different commercial contracts, including non-competition, non-solicitation and earnout provisions in merger agreement (Allscripts Healthcare, LLC, et al v. AndorHealth, LLC, et al, No. 1:21-cv-00704 (D. Del))
• Defended a specialty generic pharmaceutical manufacturer in federal court litigation against claims for trade secret misappropriation under federal and state law and breach of business-to-business no-hire agreement, asserted counterclaims for breach of contract and tortious interference (Grand River Aseptic Manufacturing, Inc., v. Nexus Pharmaceuticals, Inc., et al, No. 1:21-cv-00448 (W. D. Mich.))
• Represent health plans and managed care organizations in breach of contract litigation and arbitrations against health care providers and advise on health care laws and regulations, including Medicare, Medicaid and the Affordable Care Act
• Experience representing medical device companies in commercial contract disputes
• Experience representing health care providers in litigation and arbitration proceedings involving breach of contract claims and ownership disputes

General Commercial Litigation

• Advise clients facing or pursuing business litigation claims, including breach of contract under the common law and Uniform Commercial Code, breach of fiduciary duty, fraud, tortious interference, unfair competition, commercial disparagement, defamation and related business torts
• Advise clients on employment-related matters intersecting with or adjacent to disputes arising from corporate and commercial transactions, including enforcement of non-competition and non-solicitation agreements with high-level employees, compensation disputes with executives involving stock options or other equity grants, and state and federal claims concerning misappropriation of confidential information and trade secrets
• Secured multimillion-dollar judgment for global water treatment company in federal lawsuit involving breach of joint venture agreement with Chinese national; obtained dismissal of joint venture partner's fraud counterclaims (Nalco Company v. Chen, No. 12 C 9931, 2014 WL 2514636 (N.D. Ill. June 4, 2014))
• Defended French industrial manufacturer and its affiliates against claims of ERISA withdrawal liability allegedly arising from restructuring transactions preceding an acquisition; obtained dismissal of complaint on the merits and on jurisdictional grounds (Goodwin v. Marland Mold et al, 2021 WL 1139665 (D. Mass. Mar. 18, 2021))
• Defended Chinese manufacturer and its U.S. subsidiary in federal jury trial involving claims of trade secret misappropriation and damages claims of more than $100 million (Grove US LLC v. Sany America Inc., et al, No. 1:13-677 (E.D. Wis.)
• Defended Canadian subsidiary of global food manufacturer in federal lawsuit brought by former vendor alleging breach of manufacturing and supply agreements under the Uniform Commercial Code and common law (Foulds, Inc. v. Catelli Foods Corp., No. 1:16-cv-976 (N.D. Ill.))
• Defended national toy retailer in multimillion-dollar contract dispute with Chinese vendor; secured dismissal of vendor's claims for fraud and equitable relief (Manley Toys, Ltd. v. Toys ‘R’ Us, Inc., 2:12-cv-3072 (D.N.J.))
• Prosecuted federal lawsuit on behalf of Japanese airline carrier involving breach of aircraft purchase agreement and related Uniform Commercial Code issues (Daiichi Koku Co., Ltd. v. J.A. Aero, Inc., 2015 WL 5921863 (N.D. Ill. Oct. 9, 2015))
• Defended printing services company in federal lawsuit against claims asserted under the Uniform Commercial Code by a commercial purchaser of paper products; obtained dismissal of the lawsuit on personal jurisdiction grounds (Midland Paper Company v. DigitalPro, Inc., 2018 WL 3190819, at *1 (N.D. Ill. May 7, 2018))
• Defended financial services company in arbitration proceedings against claims asserted by former company executive, who asserted claims for breach of employment agreement, wage act violations and retaliatory discharge under Dodd-Frank; asserted counterclaim for breach of fiduciary duty against former executive