Chelsea Hilliard

Senior Counsel

Overview

Chelsea Hilliard is a securities and complex commercial trial lawyer based out of the Dallas office of Foley & Lardner, LLP. Chelsea also serves as a risk management advisor to private companies on corporate governance matters.

Deal Litigation

A primary member of the firm’s Securities Enforcement & Litigation Practice, Chelsea represents public and private companies and their directors and officers in high-stakes litigation arising out of mergers or acquisitions (particularly, venture capital or private-equity financed investments), stockholder derivative cases, securities class actions and internal corporate investigations. Chelsea also represents clients in responding to investigations and inquiries by the SEC and DOJ. Chelsea has represented companies in array of industries, including financial services, energy, institutional investing, technology, health care and manufacturing.

Companies and their directors and officers turn to Chelsea when deals go bad. Common legal issues involved when deals go bad include:

  • Breach of contract
  • Fraud
  • Breach of fiduciary duty
  • Misappropriation of trade secrets

Select recent deal litigation experience:

  • Secured the dismissal of a $68 million fraud and breach of fiduciary duty shareholder derivative suit arising out of the wind down of a hedge fund at the summary judgment stage
  • Successfully tried to a jury verdict on the merits in the Northern District of Texas in the defense of a corporate client against quantum meruit claims arising out of a private placement transaction
  • Defended national broker-dealers in FINRA arbitration proceedings against various types of investor complaints, including allegations of misrepresentation, misreporting and breach of fiduciary duty
  • Represented a group of former shareholders of a multinational investment banking firm in bringing 10-b(5) claims
  • Obtained favorable dismissal of breach of contract claim seeking in excess of $7 million in damages in Northern District of Texas
  • Obtained favorable award in a business mismanagement suit, defending claims for breach of contract and unpaid account against companies by prior manager’s family members

Litigation Risk Management Counsel

Leveraging her securities litigation expertise, Chelsea provides risk management counseling to private-sector companies on governance and investment matters. She counsels companies on effectively minimizing risk (and legal outlay) by proactively identifying and addressing operating problems specific to venture capital, leveraged buyout and other private equity funds and their managers.

She counsels clients on a variety of topics, including:

  • Disclosure obligations (ESG-investing, SPACS)
  • Statutory mechanisms for limiting and defining fiduciary duties
  • Potential conflicts in LLC and LP agreements
  • Control person liability
  • Conflict of interest issues for private equity companies and their designees serving on boards of portfolio companies and attendant fiduciary obligations

Community Engagement

  • Director and vice president of mentoring, board of directors, Dallas Women Lawyers Association
    • Co-chair, Women’s Mentoring Circles Program, DWLA & DAYL joint initiative (2020, 2021)
  • Co-chair, Dallas Bar Association, Judiciary and Judicial Investiture Committee
  • Co-chair, American Bar Association, Section of Litigation, Securities Litigation Subcommittee
  • Director, Southern Methodist University, Crain Leadership Endowment Fund
  • Graduate, Business Council for the Arts, Leadership Arts Institute (2020)

Affiliations and Professional Memberships

  • Co-chair, Dallas Association of Young Lawyers, Trial Skills Committee (2018-2020)
  • William "Mac" Taylor American Inn of Court
  • Fellow, Texas Bar Foundation
  • Fellow, Dallas Bar Foundation
  • Sustaining fellow and grant committee, DAYL Foundation (2019, 2020)

Recognition

  • Recognized, One to Watch, Best Lawyers, US News (2021)
  • Recognized, Best Lawyers Under 40, D Magazine (2018, 2019, 2020, 2021)
  • Selected for inclusion by her peers as a Texas Rising Star®, Texas Monthly and Law & Politics magazines (2014-2021)
  • Featured, Dallas Association of Young Lawyers, "One to Watch" (November 2020)

Education

  • Southern Methodist University, Dedman School of Law (J.D., cum laude)
    • Editor & administrative director, Science and Technology Law Review
  • Southern Methodist University (B.F.A., summa cum laude, departmental distinction)
    • Phi Beta Kappa
    • Recipient of The "M" Award, the most highly coveted recognition for service and leadership at Southern Methodist University
    • Robert Stewart Hyer Society

Admissions

  • Texas State Bar
  • U.S.D.C. for the Northern, Eastern and Southern Districts of Texas

Select Recent Presentations and Publications

  • Presenter, “Biggest Decisions of 2020 – Securities Enforcement & Litigation and Government Enforcement Defense & Investigations PG Training,” Foley Academy (January 2021)
  • Contributing Author, “Legal & Regulatory Responsibilities of Board Members,” Deloitte’s Board Ready Women (April 2019, 2020, 2021)
  • “Legal & Regulatory Responsibilities of Board Members,” Harvard University (March 2019, 2021)
  • “2019 #MeToo In The Boardroom,” Foley & Lardner LLP webinar (February 2019)
  • “Key Securities Decisions of 2018: Overview and Analysis,” Foley & Lardner LLP webinar (February 2019)

Insights