Vincent Russo

BACK

Vincent Russo’s practice focuses on business and government litigation as well as regulatory enforcement and public policy. Vincent represents plaintiffs and defendants in a wide range of litigation in federal and state courts, including Georgia’s specialized Business Court in Fulton County, involving sophisticated corporate and securities-related litigation, contract and commercial disputes, and real estate litigation. He also represents clients in government investigations and administrative proceedings, in addition to arbitration/mediation forums, generally involving compliance with securities laws or other complex regulatory issues. Vincent is also a leading practitioner in the field of election law and has represented clients in voting rights litigation, candidate challenges, government investigations, and various campaign finance matters.

Prior to joining the firm, Vincent was the General Counsel to the Georgia Secretary of State’s Office, where he served as chief legal counsel to Secretaries of State Brian Kemp and Karen Handel. Vincent also oversaw the State of Georgia’s regulation of securities, broker-dealers, and investment advisers as the Assistant Commissioner of Securities (2011-2013). As the principal legal advisor to the Georgia Secretary of State, Vincent oversaw litigation and provided legal counsel and legisla­tive expertise on issues involving securities and corporate law, regulatory compliance, election law and voting issues, open records laws, profes­sional licensing, and charitable organizations. He also directed investigations for violations of Georgia securities law and led the development of Georgia’s current securities regulations, including Georgia’s intrastate crowdfunding exemption – the Invest Georgia Exemption.

Vincent has represented and advised a diverse group of clients, from public companies to investment funds, asset managers, strategic investors, start-ups, and government entities. Vincent also has experience serving as outside general counsel to clients involved in business transactions that implicate federal and state securities laws and other regulatory schemes, and has managed numerous emergency situations impacting his clients. Unlike lawyers who follow the same model for every situation, Vincent’s creativity and strategic thinking gives his clients the extra margin necessary for success.

Vincent is active in the community and the legal profession, and he is a frequent speaker on current issues in election law and securities law. Vincent has also served as a court-appointed Special Master by the Honorable Shawn Ellen LaGrua for real estate title disputes in Fulton County, Georgia.

Vincent is a graduate of Emory University School of Law, where he was the recipient of the James C. Pratt Memorial Award, selected to the Order of the Barristers, and served as the Director of the Emory Moot Court Society (2005-2006). Vincent earned undergraduate degrees in Economics and Political Science from Louisiana State University and was the recipient of the Chancellor’s Medal of Distinguished Service.

Education

  • J.D., Emory University School of Law, 2006
  • B.A., Louisiana State University, 2003

Bar Memberships

  • Georgia

Selected Cases and Representations Experience

  • Represented member-manager of the general partner of a multi-million dollar private equity fund in litigation involving ownership and governance issues affecting corporate control and the sale of the fund’s remaining portfolio company.
  • Obtained dismissal on summary judgment of all claims against an investment advisor in a lawsuit filed by investors in an offshore investment fund alleging, among other things, fiduciary misconduct and damages of over $30 million.
  • Represented individual investor of a large communications solutions provider in a shareholder dispute arising from an M&A transaction and certain fiduciary obligations, and obtained a successful pre-litigation settlement for our client.
  • Represented a real estate lending crowdfunding platform in qualification of a Tier 1 Regulation A offering with the SEC, the State of Georgia, and multiple state securities regulators through NASAA’s coordinated review process.
  • Designed and developed compliance program for registered investment advisor and advised client’s compliance officer and directors on federal and state securities compliance matters.
  • Advised and represented a leading company in the craft distillery industry with its reorganization and direct private offering of securities.
  • Successfully defended the Muscogee County Board of Elections & Registration and its individual Board members in a voting rights lawsuit filed by Third Sector Development, Inc. alleging irregularities in the voter registration process and obtained dismissal of all claims against our client.

Prior to joining the firm, Vincent advised the Georgia Secretary of State as the office’s General Counsel in the following cases, among others:

  • State of Georgia v. Holder (2010) (involving preclearance under Section 5 of the Voting Rights Act of Georgia’s voter verification process, which also challenged the constitutionality of the VRA)
  • Georgia State Conf. of NAACP v. Kemp (2011) (challenge under Section 7 of the National Voter Registration Act of 1993 regarding the distribution of voter registration applications at public assistance offices in Georgia)
  • Green Party of Georgia et al. v. Kemp (2012) (constitutional challenges to Georgia’s signature requirements for ballot access for independent and political body candidates)
  • Swann v. Handel (2009) (equal protection challenge to a Georgia law on absentee ballot delivery to jail inmates)
  • Morales v. Handel (2008) (challenge to Georgia’s voter verification process under the VRA and Help America Vote Act)

Selected Publications and Presentations

  • Crowdfunding in Georgia, Technology Association of Georgia Corporate Development Society (2013, 2016)
  • How Intrastate Crowdfunding Will Influence Federal Crowdfunding Laws, 2015 CfPA Annual Summit in Washington, D.C.
  • Regulation A+ — Does It Make The Grade?, 34th Annual Georgia Business Law Institute of the State Bar of Georgia (2015)
  • Election Law in the Wake of a Changed Voting Rights Act, Government Law CLE hosted by The Seminar Group (2014)
  • Entertainment in Exchange for Equity: Using The JOBS Act and Crowdfunding for Entertainment Projects, 2014 Entertainment Law Institute of the State Bar of Georgia (2014)
  • The Crowdfunding Revolution: Innovative Funding Solutions in Life Sciences, Georgia Life Sciences Summit (2013)
  • Funding Programs Supported by the State of Georgia, Southeastern Medical Device Association and Georgia Bio (2013)
  • Securities Regulation Update from the Secretary of State, Georgia Business Law Institute of the State Bar of Georgia (2011, 2012, 2013)
  • Current Regulatory Initiatives and Priorities, Financial Industry Regulatory Authority (FINRA) Regional Member Meeting (2012)
  • Coordination of Complaint Intake, Referrals and Whistleblower Programs, SEC Southeastern Securities Conference for Regulators, Investigators and Prosecutors (2011)

Civic and Professional Activities and Awards

  • Selected as a 2017 Georgia Super Lawyers Rising Star by Super Lawyers Magazine and Atlanta magazine
  • Conservative Policy Leadership Institute, 2016 Fellow
  • Lamar Inn of Court, Master
  • LEAD Atlanta, Class of 2013
  • North American Securities Administrators Association, 2013 Outstanding Service Award
  • The Federalist Society, Member
  • Lawyer’s Club of Atlanta, Member
  • Atlanta Bar Association, Member
  • Bleckley Inn of Court, Barrister (2011-2013)
  • Georgia Department of Revenue Industry Partners Advisory Group, Member (2016)
  • Ansley Park Civic Association, Zoning Board Member
  • Trees Atlanta 2017 Root Ball Host Committee, Member
  • Krewe of Bacchus, New Orleans, Louisiana, Member

Vincent Russo

Attorney Bio
BACK

Vincent Russo’s practice focuses on business and government litigation as well as regulatory enforcement and public policy. Vincent represents plaintiffs and defendants in a wide range of litigation in federal and state courts, including Georgia’s specialized Business Court in Fulton County, involving sophisticated corporate and securities-related litigation, contract and commercial disputes, and real estate litigation. He also represents clients in government investigations and administrative proceedings, in addition to arbitration/mediation forums, generally involving compliance with securities laws or other complex regulatory issues. Vincent is also a leading practitioner in the field of election law and has represented clients in voting rights litigation, candidate challenges, government investigations, and various campaign finance matters.

Prior to joining the firm, Vincent was the General Counsel to the Georgia Secretary of State’s Office, where he served as chief legal counsel to Secretaries of State Brian Kemp and Karen Handel. Vincent also oversaw the State of Georgia’s regulation of securities, broker-dealers, and investment advisers as the Assistant Commissioner of Securities (2011-2013). As the principal legal advisor to the Georgia Secretary of State, Vincent oversaw litigation and provided legal counsel and legisla­tive expertise on issues involving securities and corporate law, regulatory compliance, election law and voting issues, open records laws, profes­sional licensing, and charitable organizations. He also directed investigations for violations of Georgia securities law and led the development of Georgia’s current securities regulations, including Georgia’s intrastate crowdfunding exemption – the Invest Georgia Exemption.

Vincent has represented and advised a diverse group of clients, from public companies to investment funds, asset managers, strategic investors, start-ups, and government entities. Vincent also has experience serving as outside general counsel to clients involved in business transactions that implicate federal and state securities laws and other regulatory schemes, and has managed numerous emergency situations impacting his clients. Unlike lawyers who follow the same model for every situation, Vincent’s creativity and strategic thinking gives his clients the extra margin necessary for success.

Vincent is active in the community and the legal profession, and he is a frequent speaker on current issues in election law and securities law. Vincent has also served as a court-appointed Special Master by the Honorable Shawn Ellen LaGrua for real estate title disputes in Fulton County, Georgia.

Vincent is a graduate of Emory University School of Law, where he was the recipient of the James C. Pratt Memorial Award, selected to the Order of the Barristers, and served as the Director of the Emory Moot Court Society (2005-2006). Vincent earned undergraduate degrees in Economics and Political Science from Louisiana State University and was the recipient of the Chancellor’s Medal of Distinguished Service.

Education & Memberships

Education

  • J.D., Emory University School of Law, 2006
  • B.A., Louisiana State University, 2003

Bar Memberships

  • Georgia
Selected cases & representations

Selected Cases and Representations Experience

  • Represented member-manager of the general partner of a multi-million dollar private equity fund in litigation involving ownership and governance issues affecting corporate control and the sale of the fund’s remaining portfolio company.
  • Obtained dismissal on summary judgment of all claims against an investment advisor in a lawsuit filed by investors in an offshore investment fund alleging, among other things, fiduciary misconduct and damages of over $30 million.
  • Represented individual investor of a large communications solutions provider in a shareholder dispute arising from an M&A transaction and certain fiduciary obligations, and obtained a successful pre-litigation settlement for our client.
  • Represented a real estate lending crowdfunding platform in qualification of a Tier 1 Regulation A offering with the SEC, the State of Georgia, and multiple state securities regulators through NASAA’s coordinated review process.
  • Designed and developed compliance program for registered investment advisor and advised client’s compliance officer and directors on federal and state securities compliance matters.
  • Advised and represented a leading company in the craft distillery industry with its reorganization and direct private offering of securities.
  • Successfully defended the Muscogee County Board of Elections & Registration and its individual Board members in a voting rights lawsuit filed by Third Sector Development, Inc. alleging irregularities in the voter registration process and obtained dismissal of all claims against our client.

Prior to joining the firm, Vincent advised the Georgia Secretary of State as the office’s General Counsel in the following cases, among others:

  • State of Georgia v. Holder (2010) (involving preclearance under Section 5 of the Voting Rights Act of Georgia’s voter verification process, which also challenged the constitutionality of the VRA)
  • Georgia State Conf. of NAACP v. Kemp (2011) (challenge under Section 7 of the National Voter Registration Act of 1993 regarding the distribution of voter registration applications at public assistance offices in Georgia)
  • Green Party of Georgia et al. v. Kemp (2012) (constitutional challenges to Georgia’s signature requirements for ballot access for independent and political body candidates)
  • Swann v. Handel (2009) (equal protection challenge to a Georgia law on absentee ballot delivery to jail inmates)
  • Morales v. Handel (2008) (challenge to Georgia’s voter verification process under the VRA and Help America Vote Act)

Selected Publications and Presentations

  • Crowdfunding in Georgia, Technology Association of Georgia Corporate Development Society (2013, 2016)
  • How Intrastate Crowdfunding Will Influence Federal Crowdfunding Laws, 2015 CfPA Annual Summit in Washington, D.C.
  • Regulation A+ — Does It Make The Grade?, 34th Annual Georgia Business Law Institute of the State Bar of Georgia (2015)
  • Election Law in the Wake of a Changed Voting Rights Act, Government Law CLE hosted by The Seminar Group (2014)
  • Entertainment in Exchange for Equity: Using The JOBS Act and Crowdfunding for Entertainment Projects, 2014 Entertainment Law Institute of the State Bar of Georgia (2014)
  • The Crowdfunding Revolution: Innovative Funding Solutions in Life Sciences, Georgia Life Sciences Summit (2013)
  • Funding Programs Supported by the State of Georgia, Southeastern Medical Device Association and Georgia Bio (2013)
  • Securities Regulation Update from the Secretary of State, Georgia Business Law Institute of the State Bar of Georgia (2011, 2012, 2013)
  • Current Regulatory Initiatives and Priorities, Financial Industry Regulatory Authority (FINRA) Regional Member Meeting (2012)
  • Coordination of Complaint Intake, Referrals and Whistleblower Programs, SEC Southeastern Securities Conference for Regulators, Investigators and Prosecutors (2011)

Civic and Professional Activities and Awards

  • Selected as a 2017 Georgia Super Lawyers Rising Star by Super Lawyers Magazine and Atlanta magazine
  • Conservative Policy Leadership Institute, 2016 Fellow
  • Lamar Inn of Court, Master
  • LEAD Atlanta, Class of 2013
  • North American Securities Administrators Association, 2013 Outstanding Service Award
  • The Federalist Society, Member
  • Lawyer’s Club of Atlanta, Member
  • Atlanta Bar Association, Member
  • Bleckley Inn of Court, Barrister (2011-2013)
  • Georgia Department of Revenue Industry Partners Advisory Group, Member (2016)
  • Ansley Park Civic Association, Zoning Board Member
  • Trees Atlanta 2017 Root Ball Host Committee, Member
  • Krewe of Bacchus, New Orleans, Louisiana, Member