Michael J. Halloran

Partner

Jackson, WY + Los Angeles / Silicon Valley, CA

Mobile: (415) 307-4124
Office: (302) 257-2011, ext. 103
Direct: Jackson (307) 222-6677
Direct: Silicon Valley (650) 290-4142

mh@hfk.law

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michael halloran

Mike Halloran is a founding partner and a nationally-recognized authority on corporate and securities law.

Mike Halloran is the lead corporate and securities Partner at Halloran Farkas + Kittila LLP.  Leveraging his extensive experience advising top industry leaders and regulators,  he counsels clients on a wide array of business and legal issues concerning finance and corporate matters.

Mr. Halloran’s practice focuses primarily on financial services and technology-based companies, whether they be start-ups, developing-stage companies, or established public/large companies. He frequently advises boards of directors and board committees on corporate governance issues and handles venture capital, private financings and mergers and acquisitions. He has also acted as an outside general counsel to numerous organizations in the private and public sectors.

From 2006-2008, Mr. Halloran served as Counselor to the Chairman and Deputy Chief of Staff at the SEC. As Counselor to the Chairman, he advised the agency’s leaders on initiatives promoting investor protection and capital formation in addition to acting as the Chairman’s chief legal counsel. When serving as Deputy Chief of Staff, he oversaw the legal function of numerous divisions and offices, including Corporation Finance, Investment Management, Trading and Markets, and Enforcement, and the Office of Chief Accountant.

Mr. Halloran previously practiced at Pillsbury Winthrop Shaw Pittman LLP from 1972-1990, 1997-2005, and 2008-2016. While practicing at Pillsbury, he served as head of the Corporate Securities and Finance practice and various firm committees. He also established the firm’s Washington, DC presence by founding the office there in 1979.

 

From 1990-1996, he was Group Executive Vice President and General Counsel for Bank of America Corporation, where he managed more than 450 employees, including 185 attorneys, and was advisor to the bank’s board and senior management. He negotiated, closed and implemented more than 30 acquisitions for Bank of America and 27 bank asset dispositions, including some of the largest and most complex in the industry, tripling the size of Bank of America and helping the bank become one of the largest financial institutions in the world.

In addition to the notable roles mentioned above, Mr. Halloran was also a member of the Joint Committee on Corporations of the California State Bar and the Committee of the California Assembly which undertook the Herculean effort to revise California’s General Corporate Law (Assembly Bill 376.) The revised bill was enacted by the Legislature in September 1975.  He was also significantly involved in the drafting and adoption of Regulation D by the SEC and the Private Securities Litigation Reform Act of 1995 (PSLRA).

Mr. Halloran served as Chair of the Business Law Section of the Wyoming State Bar in 2024-2025.

My Practice

Notable Work

  • Supervised Acquisition of Security Pacific Bank by Bank of America — then the largest bank merger, worth $4.8 billion.

  • Supervised Acquisition of Continental Illinois Bank by Bank of America, worth $2.2 billion.

  • Acquisition of over 20 failing savings and loan associations by Bank of America, totaling $1.4 million.

  • Initial public offerings of several Silicon Valley companies, totaling $1.8 billion.

  • Venture capital financings of many Silicon Valley companies, totaling $2 billion.

Thought Leadership

“Have You Heard of the Corporate Transparency Act Effective January 1? A Discussion of New Filing Requirements for Your Entity Clients” – Moderator, Wyoming State Bar Business Law Section CLE Program, December 18, 2023

“Federal and Wyoming Securities Registration Exemptions,” held on September 16, 2022 at the Wyoming Annual State Bar Conference, Casper, Wyoming

“Top Ten Tips For Effective Board Oversight of M&A Transactions. Hiring an Experienced Financial Advisor. Understanding and Managing Advisor’s Conflicts of Interest”  – “In the Know”  American Bar Association  Business Law Section Webinar, October 10, 2019

“Top Ten Tips For Effective Board Oversight of M&A Transactions. Buyers Issues” – presentation at ABA Business Law Section – Vancouver, March 29, 2019

“Reexamining Dodd-Frank – Legal and Legislative Issues Conference” – Financial Market Association, October 18, 2018.

“The Wells Fargo Governance and Compliance Problems: Director and Officer issues ” – UCLA Law School, Lowell Milken Institute, January 26, 2018.

“The Future of Housing Finance: What Comes After Fannie and Freddie,” American Bar Association Annual Meeting in Toronto, co-chair August 2011.

“Corporate Governance 2010 – A Master Class – Regulatory Reforms and Developments” – Practicing Law Institute, February 17, 2010.

“Corporate Reform: What Boards Need to Know to be Successful,” Principal Speaker, Annual Boardroom Summit, New York, N.Y., sponsored by NYSE Euronext/Corporate Board Member, 2008, 2009, 2010.

“Financial Stability Under the Dodd-Frank Wall Street Reform and Consumer Protection Act,” Update on Title I, Practicing Law Institute Law Audio Webcast, October 28, 2010.

“Weathering the Economic Storm for Corporate Boards” – 2009 Annual Boardroom Summit, October 1, 2009.

“Audit Committee Responsibilities from the SEC Standpoint” – Corporate Board Member Conference, co-sponsored by Grant Thornton, Chicago, IL, December 8, 2008.

“Current Developments in Securities Regulations” – American Bar Association, April 27, 2008.

“Sifting through the Corporate Transparency Act: Key Elements to Understand,” published on April 20, 2024, in the ABA Business Law Today

“Venture Capital & Public Offering Negotiation,” Lead Editor, Aspen Publishers (3,000 pages, initially published 1981; updated annually since).

“The Role of Directors in M&A Transactions – A Governance Handbook for Directors, Management and Advisors,” co-authored with Diane Holt Frankle, Lawrence A. Hamermesh, and Patricia O. Vella, American Bar Association, 2019.

“Derivatives: Current Developments Under Dodd-Frank,” co-authored with Conrad G. Bahlke and Kurt Wilhelm, Financial Markets Association, October 27-28, 2010.

“Addressing the New Proxy Access Rules,” co-authored with Kit Addleman and Bruce Newsome, Compliance Reporter, September 27, 2010.

“Trends in Corporate Governance – The Importance of Being Heard in Washington,” Silicon Valley Board Index, November 1, 2008.

“The Succession Challenge,” co-authored with John F. Olson, The Corporate Governance Advisor, May/June 1997.

“Counseling California Corporations,” Chapter 4, California Continuing Education of the Bar (1978, supplemented continuously)

Fiduciary Duties of Financial Institution Directors and Officers in the Post-Dodd-Frank Era, International Journal of Disclosure and Governance, Authors:  Michael J. Halloran, Rodney R. Peck, 9/24/2015

In the Media

Michael Halloran Interview with Richard Hsu of HSU United, Part 1 

Michael Halloran Interview with Richard Hsu of HSU United, Part 2

Education

LL.B.

University of California, Berkeley, Boalt Hall School of Law

B.S.

University of California, Berkeley,

Admissions

California State Bar

Wyoming State Bar

U.S. Supreme Court

Honors & Awards

The Best Lawyers in America® for Securities Regulation

Included in 2024, 2025, and 2026 editions

Who’s Who Legal

Selected as being among the highest-ranked lawyers and recognized as a Thought Leader in the category of Corporate Governance; M&A and Governance (2022 & 2023)

California State Bar Law Section Lifetime Achievement Award

September 2014

Super Lawyers®

Securities & Corporate Finance, Mergers & Acquisitions and Banking – Washington DC (2013)‍‍

chambers recognition for hfk

Affiliations

Wyoming Bar Association

Business Law Section, Chair (2023-2025)

American College on Governance Counsel

Fellow

Corporate Accountability Report (CARE)

Advisory Board Member

Arthur and Toni Rembe Rock Center on Corporate Governance at Stanford

Advisory Board Member

SEC Historical Society

Board of Advisors Member

Stanford Journal of Law, Business and Finance

Board of Advisors Member

American Bar Association

Co-Chair, Joint Task Force on Governance Issues in Business Combinations (2011-present)

Banking Committee Task Force on Regulatory Restructuring (February 2009 through enactment of Dodd-Frank financial reform bill in July 2010)

Corporate Laws Committee, Member (1996-2006)

California Senate Commission of Corporate Governance, Shareholder Rights and Securities Transactions

Former Member (through 1996)

Boalt Hall School of Law at University of California at Berkeley

Former Board Member and Past President

New York Stock Exchange Legal Advisory Committee

Former Member (through 1996)

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