Victor L. Hou is Co-Chair of Cleary Gottlieb’s Americas Litigation Group. His practice focuses on high-stakes litigation, government investigations, securities litigation, corporate governance, and general commercial litigation.

He has represented numerous financial institutions and multinational corporations in securities, antitrust, and other complex litigation, as well as in criminal and regulatory matters involving the Department of Justice, the Securities and Exchange Commission, the Financial Industry Regulatory Authority and state attorney general’s offices. Victor regularly conducts internal investigations involving allegations of violations of the Foreign Corrupt Practices Act, financial and accounting fraud, and insider trading. He has also advised boards of directors on corporate governance.

Victor joined the firm in 2007 and became a partner in 2010. From June 2001 until July 2007, he worked as an Assistant U.S. Attorney for the Southern District of New York. As a prosecutor, Victor investigated and prosecuted numerous federal offenses, including racketeering, terrorism, murder, securities fraud, money laundering, mail fraud, wire fraud and international narcotics trafficking. He worked on several high-profile prosecutions, including the successful prosecution at trial of the head of the Gambino Crime Family. He has tried dozens of federal jury trials and has briefed and argued numerous appeals before the U.S. Court of Appeals for the Second Circuit Court of Appeals. Prior to government service, Victor was a litigation associate at another major law firm.

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Notable Experience

  • BHP Billiton in climate change litigation filed by municipalities in Hawaii state court and in Puerto Rico relating to allegations of rising sea levels and based upon theories of tort liability, including nuisance and trespass.

  • Synchrony Financial in successfully obtaining dismissal in significant part of a putative securities class action and derivative litigation concerning its underwriting standards and relationships with key partners in the District of Connecticut.

  • Goldman Sachs in connection with regulatory reviews and related civil litigation related to the $36 billion collapse of Archegos Capital.

  • Bed Bath & Beyond and certain of its board members in securing dismissal of securities fraud claims relating to meme stock allegations and activist Ryan Cohen.

  • Nissan in successful defense in SEC investigation and secured highly favorable settlement of securities fraud allegations relating to compensation to former CEO Carlos Ghosn.

  • Compass Minerals, leading salt producer, in connection with a favorable settlement of SEC investigation relating to accounting and ESG issues, and ongoing representation in related securities fraud class action and derivative litigation.

  • National Amusements Inc. (NAI) and Shari Redstone in stockholder litigation in Delaware Chancery Court arising out of $30 billion merger of Viacom Inc. and CBS Corporation.

  • Michael Carroll, former CEO of Brixmor Property Group Inc., in securing nolle prosequi of a criminal accounting fraud indictment in the Southern District of New York and dismissal of all related SEC charges.

  • National Amusements Inc. (NAI), Shari Redstone, and Sumner Redstone in Delaware Chancery Court litigation against CBS Corporation and certain members of its board of directors concerning CBS’s attempt to dilute NAI’s voting control of CBS, ending in a favorable settlement rescinding dilutive stock dividend and dismissal of all claims, as featured in Unscripted: The Epic Battle for a Media Empire, James Stewart and Rachel Abrams (2023).

  • In California Public Employees Retirement System (CalPERS) v. ANZ Securities Inc. et al., a landmark U.S. Supreme Court decision establishing that the class action tolling rule does not apply to the statute of repose established by Section 13 of the Securities Act of 1933 and affirming the limits of the liability period for securities issuers and underwriters, as well as corporate officers and directors, and extinguishes actions filed after repose periods expire.

  • Odebrecht S.A. and certain of its affiliates in two securities actions in the U.S. District Court for Southern District of New York. At the heart of both matters is Odebrecht S.A. and related entities’ involvement in the biggest bribery scandal in history, which resulted in a guilty plea and $2.6 billion settlement with the United States Department of Justice as well as settlements with other foreign governments.

  • Goldman Sachs in class actions and ongoing individual civil actions asserting antitrust claims in the foreign exchange markets.

  • Goldman Sachs in multiple actions asserting antitrust claims in MDL litigation involving the municipal derivatives market and obtained complete dismissal of all claims.

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Selected Activities

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  • Member, Board of Advisors, NYU School of Law, Institute of Judicial Administration
  • Member, New York Council of Defense Lawyers

  • Lecturer in Law, Columbia Law School (Securities Litigation)
  • Teaching Fellow, Harvard University, 1999

Publications

“Supreme Court Rejects Private Cause of Action for “Pure Omissions” Under Section 10(b),” Cleary Gottlieb Alert Memo, (April 2024)

“SDNY Announces Whistleblower Pilot Program For Individuals Who Self-Disclose Wrongdoing Involving Business Organizations,” Cleary Gottlieb Alert Memo, (January 2024) 

“Second Circuit Decision Limits the Ability to Prosecute Instances of Trading on Confidential Government Information,” Cleary Enforcement Watch blog, (January 2023) 

“2021 Developments in Securities and M&A Litigation,” Cleary Gottlieb Alert Memo, (January 2022)

“SEC Charges Eight Companies and Signals Need for Better Disclosures About Delayed Filings,” Cleary Gottlieb Alert Memo, (May 2021)

“Three Years After ‘CalPERS’: Still No Flood of Opt-Outs,” Law360, (February 2021) 

“Second Circuit Provides Guidance on Identifying ‘Predominantly Foreign’ Transactions That Are Outside the Scope of the Federal Securities Laws,” Cleary Gottlieb Alert Memo, (February 2020) 

“What to Expect From the Biden Administration,”  Cleary Gottlieb Alert Memo, (November 2020)

“Shareholder Complaints Seek to Hold Directors Liable for Lack of Diversity,” Cleary Gottlieb Alert Memo, (July 2020); republished by Law360 and Harvard Law School Forum on Corporate Governance (August 2020)

“Second Circuit Reaffirms Stringent Standard for Pleading Corporate Scienter in Securities Fraud Class Actions,” Cleary Gottlieb Alert Memo, (June 2020)

“Second Circuit: Criminal Fraud Statutes Do Not Require Prosecutors to Show that Tippers in Insider-Trading Cases Received a ‘Personal Benefit,’” Cleary Gottlieb Alert Memo, (January 2020) 

“U.S. Criminal Prosecution Based on Panama Papers Hack Raises Novel Legal Issues,” Cleary Gottlieb Alert Memo (January 2019); republished by The Columbia Law School Blue Sky Blog (January 2019)

“Delaware Chancery Court Opinion Raises New Considerations for Special Litigation Committees,” Cleary Gottlieb Alert Memo (December 13, 2019) co-authored with Jared Gerber, Roger Cooper, Rahul Mukhi, Rishi Zutshi, and Mark McDonald; republished by the Harvard Law School Forum on Corporate Governance and Financial Regulation

“Lessons Learned from the CBS-NAI Dispute: Rights of Board Members to Access Privileged Communications with Company Counsel,” Cleary M&A and Corporate Governance Watch blog (October 2018); republished by Harvard Law School Forum on Corporate Governance and Financial Regulation (November 2018)

“Cleary Gottlieb Wins Supreme Court Ruling That Securities Act’s Statute of Repose Is Not Subject to Class-Action Tolling,” Cleary Gottlieb Alert Memo (June 2017)

“U.S. Securities Law: How the SEC’s Whistleblower Rules Under Dodd-Frank Affect Non-U.S. Companies,” Practical Law Guide (2015)

Contributing Editor, “Jury Selection in High Profile Criminal Cases,” Jury Selection (Aspen Publishers 4th Ed. 2011)

“Impact of New Amendments to Sentencing Guidelines on Compliance & Ethics Programs,” Wall Street Lawyer (July 2010)

Events