James J. Moloney is a partner and Co-Chair of the firm's Securities Regulation and Corporate Governance Practice Group and is resident in the Orange County office of Gibson Dunn. He is also a member of the firm's Corporate Transactions Practice Group focusing primarily on securities, mergers and acquisitions, friendly and hostile tender offers, proxy contests, going-private transactions, and general corporate matters.
Mr. Moloney was with the Securities & Exchange Commission in Washington, D.C. for six years before joining Gibson Dunn in June 2000. He served his last three years at the Commission as Special Counsel in the Office of Mergers & Acquisitions in the Division of Corporation Finance. In addition to reviewing merger transactions, Mr. Moloney was the principal draftsman of Regulation M-A, a comprehensive set of rules relating to takeovers and shareholder communications, that was adopted by the Commission in October 1999.
Mr. Moloney advises a range of listed companies on reporting and other obligations under the securities laws, establishment of corporate compliance programs, and compliance with corporate governance standards under the securities laws and stock exchange rules. He has advised companies and special committees in connection with SEC and other U.S. regulatory investigations, and stock exchange proceedings, and works closely with partners in the firm’s Litigation Practice Group on securities-related lawsuits and investigations.
Representative clients include advice to Kraft Foods in its acquisition of Cadbury Plc.; Baldor Electric in its recent sale to ABB Ltd.; Hewlett-Packard in its acquisition of Autonomy; Emulex in staving off Broadcom's hostile bid; PeopleSoft Inc. in its sale to Oracle; as well as numerous other companies in high profile proxy contests, hostile tender offers and change of control transactions.
Mr. Moloney has authored a number of no-action requests to the SEC. He oversees the preparation of firm memoranda on securities law and corporate governance issues. Mr. Moloney is a frequent contributor to professional journals and other publications, is listed in the International Who's Who of Corporate Governance Lawyers by Who's Who Legal, and regularly serves as a panelist for presentations and seminars around the country on a wide range of corporate governance and securities law topics.
In 1998, Mr. Moloney received his LL.M. degree in securities regulation with distinction from the Georgetown University Law Center. He received his J.D. degree cum laude from Pepperdine University in 1994 where he was an editor of The Pepperdine Law Review. In 1992, Mr. Moloney served as a judicial extern for Justice Armand Arabian at the California Supreme Court in San Francisco. He received his B.S. degree in business administration from Boston University in 1989.
Mr. Moloney has been a member of the California Bar since 1994. He serves as the Chair of the Proxy Statements and Business Combinations Subcommittee of the Federal Regulation of Securities Section of the American Bar Association. In addition, he is a board member with the Center for Corporate Reporting and Governance at Cal State Fullerton.
