Dhaivat H. Shah

Experience

Before entering private practice, Dhaivat served as a staff attorney with the U.S. Securities and Exchange Commission in Washington, D.C. He was later a litigation partner in the Silicon Valley office of O’Melveny & Myers LLP.

Dhaivat’s current practice centers on disputes that arise at pivotal moments in the life of an emerging company, including the departure of personnel with confidential or proprietary information, contests over founder equity and control, and high-stakes litigation involving intellectual property or securities matters

Areas of Practice

• Trade Secrets and Employee Mobility
• Founder, Shareholder and Equity Disputes
• Securities Litigation
• SEC and CFTC Investigations
• White Collar Defense and Internal Investigations
• Complex Commercial and Intellectual Property Litigation
• Employment Litigation
• Appellate Advocacy

Representative Matters

Trade Secrets and Employee Mobility

• Represented Implicit Conversions, a developer of emulation software that enables classic video games to run on modern consoles, against its former co-founder and Chief Technology Officer and a company he subsequently formed. Implicit Conversions alleged claims under the federal Computer Fraud and Abuse Act, the Defend Trade Secrets Act, and similar state law claims. Dhaivat obtained a Preliminary Injunction on behalf of Implicit Conversations and, after a period of aggressive discovery which culminated in a motion for terminating sanctions for the spoliation of evidence, the parties entered into a confidential settlement agreement that included a public stipulated judgment of permanent injunction.  Implicit Conversions, Inc. v. Stine, No. 3:24-cv-03744-WHO (N.D. Cal.).
• Represented SJ Medconnect, Inc. (Thalamus), a leading graduate medical education software platform, in claims against its former Senior Solutions Architect for misappropriation of trade under the federal Defend Trade Secrets Act, the Florida Trade Secrets Act, and related claims. Dhaivat obtained one of the first and only reported ex parte civil seizure remedies under the Defend Trade Secrets Act.  The Court also issued a Temporary Restraining Order and then a Preliminary Injunction against Mr. Boice.  Dhaivat ultimately obtained a judgment against Mr. Boice for over $500,000 and a permanent injunction.  SJ Medconnect, Inc. v. Boice, 3:20-cv-903-MMH-JBT (M.D. Fla).
• Defended Nano Net Technologies, Inc., a late-stage, venture-backed artificial intelligence company, and its Chief Executive Officer against claims of trade secret misappropriation under the Defend Trade Secrets Act and the California Uniform Trade Secrets Act, false advertising and trademark infringement under the Lanham Act, and statutory unfair competition. Scholad Private Ltd. v. Shah, No. 5:26-cv-07400-VKD (N.D. Cal.).
• Represented Paladin Drones, Inc. in asserting claims for trade secret misappropriation and tortious interference against its former head of sales, and in defending against his claims for breach of contract and unpaid wages. The matter was resolved through a confidential settlement. Kadah v. Paladin Drones, Inc., No. 25CV050925-590 (N.C. Bus. Ct.).
• Represented Asher Associates, a company that leverages quantitative crypto asset trading strategies, in claims against a former joint venturer over misappropriation of trade secrets under the federal Defend Trade Secrets Act and the Nevada Uniform Trade Secrets Act. Asher Associates v. Eills, No. 2:25-cv-01136-APG-DJA (D. Nev.).
• Defended Sirna Therapeutics and Merck in litigation involving claims of trade secret misappropriation. Matter resolved through confidential settlement.  Protiva Biotherapeutics v. Sirna Therapeutics, 3:06-cv-01361 (San Francisco Super.).*
• Represented Lehrer Management Company in claims for trade secret misappropriation and breach of fiduciary duty against two former portfolio managers. Matter resolved in confidential settlement.  Lehrer Management Company, Inc. v. AIMZ Investment Managers, et. al., 111cv202766 (Santa Clara Super.).
• Defended Datanyze and its CEO from claims of misappropriation of trade secrets by CEO’s former employer. Defeated application for Temporary Restraining Order and successfully compelled the matter to arbitration.  Subsequently obtained dismissal with prejudice on behalf of clients.  Torbit, Inc. v. Datanyze, Inc., 5:12-cv-05889 (N.D. Cal.).
• Defended several former employees of Tibco that left to take employment with Rapidminer from claims of misappropriation of trade secrets. Matter resolved through confidential settlement.  Tibco v. Rapidminer, al, No. CIV534404 (San Mateo Super.).

Securities Litigation and Investigations

• Dhaivat argued an appeal before the Utah Supreme Court on behalf of the outside directors of Safety-Kleen arising from alleged fraud involving revenue refund bond offerings. Dhaivat obtained a favorable ruling on novel personal jurisdiction issues.  MFS Series Trust III v. Grainger, 96 P.3d 927 (Utah 2004).*
• Represented Zest Labs Holdings, LLC in defense of shareholder claims challenging the distribution of trust proceeds allegedly valued at hundreds of millions of dollars. The matter was resolved through a confidential settlement. Riskon International, Inc. v. Zest Labs Holdings, LLC, No. 2:25-cv-02042-APG-NJK (D. Nev.).
• Represented Apple in securities and derivative litigation arising from alleged irregularities in stock option grants. In re Apple Derivative Litigation, No. C 06-4128 JF (N.D. Cal.); Vogel v. Jobs, et. al, No. C-06-05208-JF (N.D. Cal.).*
• Conducted several internal investigations of stock options irregularities at public Silicon Valley technologies companies at the request of the board of directors.*
• Represented Babcock & Brown in the defense of securities fraud claims arising from the sale of a portfolio of life settlement transactions. Life Receivables v. Goshawk, al., 1:07-cv-01541 (N.D. Ga).*
• Represented the outside directors of Quiznos in claims for breach of fiduciary duty arising from going private transaction by majority shareholder.*
• Represented VeriSign, Inc. and its officers and directors from shareholder class action. Dhaivat personally briefed and obtained one of the first reported dismissals for failure to state loss causation under the U.S. Supreme Court case Dura Pharmaceuticals v. Broudo.  Matter later resolved through confidential settlement.  In re VeriSign, Inc., 5:02-cv-02270 (N.D. Cal.).*
• Represented the officers and directors of Saxton in an Arizona state court action brought by 300 plaintiffs alleging fraud in connection with a dozen loan transactions. Successfully had action removed to federal court under the Securities Uniform Legal Standards Act and then filed a successful motion to dismiss, which was granted without leave to amend.  S. Mortgage, Inc. v. Saxton, 2:03-cv-01615 (D. Ariz.).*
• Represented Exodus, Inc. and its officers and directors from shareholder class action. Obtained dismissal without leave to amend.  Matter resolved through confidential settlement during appeal. In re Exodus, Inc., 3:01-cv-02661 (N.D. Cal.).*
• Represented the PMI Group, Inc. and its officers and directors in shareholder class action and parallel derivative action. Matter resolved through confidential settlement.  In re PMI Group, Inc., 3:08-cv-01405, (N.D. Cal.).*
• Represented Rackable Systems, Inc. and its officers and directors in shareholder class action and parallel derivative action. Matter resolved through confidential settlement.  In re Rackable Systems, Inc., 4:09-cv-00222 (N.D. Cal.).*
• Represented Magma Design Automation, Inc. and its officers and directors in shareholder class action and parallel derivative action. Matter resolved through confidential settlement.  In re Magma Design Automation, Inc., 3:05-cv-02394 (N.D. Cal.).*
• Represented Vast Systems, its officers and directors, and Mohr Davidow Ventures in the defense of breach of fiduciary duty claims brought by a minority shareholder. Dhaivat brought a motion to dismiss, which was granted with leave to amend, and a successful motion to require plaintiff to file security for costs.  The matter resolved in a confidential settlement shortly thereafter.  Hiraide v. Vast Systems Technologies, Inc., 5:08-cv-04714 (N.D. Cal.).*
• Defended Vishay Intertechnology, Inc., from claims for breach of fiduciary duties brought by minority shareholders over Vishay’s acquisition of Siliconix. Obtained summary judgment on behalf of client.  Proctor v. Vishay Intertechnology, Inc., 5:06-cv-04134 (N.D. Cal.).*
• Represented founder in litigation against Twilio for allegedly breaching an earnout agreement arising from acquisition of his two-factor authentication company. Matter resolved through confidential settlement.  Palacio v. Twilio, A. 2017-0368-AGB (Del. Ch.). 
• Represented numerous clients in SEC investigations, including issues involving insider trading.
• Represented clients in DOJ investigations and in grand jury proceedings.

Founder, Shareholder and Equity Disputes

• Obtained an arbitration award of $3.799 million, including more than $500,000 in punitive damages, for Artur Kiulian, a co-founder of CoLab Ventures whose former co-founders excluded him from the company and divested him of his ownership interest. Kiulian v. Bradford, No. 25STCP02853 (L.A. Super. Ct.).
• Obtained dismissal with prejudice of all claims asserted against Aimerce, Inc. and its co-founder by the company’s former co-founder and Chief Technology Officer, who alleged breach of contract, fraud, breach of fiduciary duty and unpaid wages. The court dismissed the complaint on two successive motions and entered judgment for the defendants. Sun v. Wu, No. 3:24-cv-02747-VC (N.D. Cal.).
• Representing Dr. John Koblanski, co-founder and former Chief Technology Officer of Ultralytics, Inc., a leading computer vision company, in litigation concerning his claimed 30% ownership interest. Dr. Koblanski alleges that his co-founder excluded him from the business and deprived him of equity worth tens of millions of dollars. Ultralytics, Inc. v. Koblanski, Consol. C.A. No. N24C-05-326 EMD (Del. Super. Ct.).
• Representing former employees of Pony AI and its Cayman Islands parent in claims that the company unlawfully compelled the forfeiture of restricted stock units worth tens of millions of dollars following its initial public offering. The cases present novel questions concerning the application of the Cayman Islands Braganza principles to the settlement of RSUs and the associated U.S. tax withholding, with potentially broad implications for newly public companies and their equity holders. Chen v. Pony AI, No. 3:26-cv-01370-EMC (N.D. Cal.); Pan v. Pony AI, No. C25CV128187 (Alameda Super. Ct.).
• Representing Andrei Gafita, co-founder of Nucs, AI, Inc., a company in which Gafita alleges he created the core technology of AI-based diagnostic and treatment tools for prostate cancer before his co-founders froze him out of the company and seized his equity interest. Gafita has asserted claims for breach of fiduciary duty, breach of contract and fraud, which have survived a motion to dismiss.  Gafita v. Nucs, et. al., 3:25-cv-10757-CRB (N.D. Cal.).
• Represented Reo Baird, co-founder and former Chief Technology Officer of Navier, Inc., a manufacturer of electric hydrofoil watercraft, in claims against his co-founder for breach of fiduciary duty arising from his exclusion from the company, his termination and the company’s failure to convey his equity. The matter was resolved through a confidential settlement. Baird v. Bhattacharyya, No. 24-CV-083304 (Alameda Super. Ct.).
• Defended George Betak, a co-founder of GoPlug LLC, a manufacturer of electric vehicle chargers, against claims under the Computer Fraud and Abuse Act and various state law claims, including breach of fiduciary duty. Obtained dismissal of the state law claims on successive motions and an order disqualifying the plaintiff’s counsel, after which the plaintiff voluntarily dismissed the action. Christian v. Betak, No. 3:24-cv-01867-TSH (N.D. Cal.).
• Represented Ally Liu, a co-founder of the predecessor entity to Wanderboat AI, in her claim that she was frozen out of her ownership interest in the company. Matter resolved with confidential settlement.  Liu v. Wu, al., 23-CV 427679 (Santa Clara Super.).  
• Represented Mattison Asher in a co-founder dispute over a digital currency tumbler and privacy product company that he allegedly co-founded and then was frozen out of. Asher v. 0xbow, al.,  3:2025-cv-01057 (M.D. Tenn.)
• Represented co-founder of pharmacy security technology company where his co-founder froze him out of the company and disavowed his ownership interest. Matter resolved in confidential settlement.  Fincke v. Pharmasafe LLC, 1:12-cv-01065 (D.N.M.).

Intellectual Property Litigation

• Lead counsel to SJ Medconnect, Inc. (Thalamus), a graduate medical education software platform, in claims against its competitor Liaison International, Inc. and an individual defendant arising from an alleged scheme to compete unfairly in the medical residency application market through false advertising, predatory pricing, undisclosed revenue-sharing arrangements and the misuse of Thalamus’s confidential information. The complaint asserts claims under Section 43(a) of the Lanham Act and Chapter 93A of the Massachusetts General Laws, as well as claims for breach of contract and tortious interference, and seeks damages, treble damages under Chapter 93A and injunctive relief. SJ Medconnect, Inc. v. Liaison International, Inc., No. 1:26-cv-13412-JEK (D. Mass.).
• Represented Thalamus against owner of thalamus.com domain for claims under the Anticybersquatting Consumer Protection Act. The matter settled shortly after Dhaivat successfully moved to dismiss all of defendant’s counterclaims.  SJ Medconnect, Inc. v. Lefkovitz, 2:26-cv-00443 (D. Nev.).
• Defended Mangolytics, Inc., and professional tennis player James Blake, from direct and indirect patent infringement claims related to the Swingvision tennis and pickleball app. The matter was resolved in a confidential settlement shortly after Dhaivat’s motion to dismiss plaintiff’s claims was granted with leave to amend.  Infinity Cube, Ltd. v. Mangolytics, Inc. et. al., 22-CV-547-RSH-AGS (S.D. Cal.).
• Defended Qualitau, a leading supplier of reliability test equipment and services, in copyright infringement litigation. Matter resolved in confidential settlement.  Ansys, Inc. v. Qualitau, Inc., 3:21-CV-09641-TLT (N.D. Cal.).
• Represented Peter Rodgers Organization, a leading independent distributor of class television content, in a lawsuit against adRise (the predecessor entity to Tubi Tv), in a lawsuit for copyright infringement and false advertising. Matter resolved through confidential settlement.  Peter Rodgers Organization v. adRise, 2:15-cv-04381 (C.D. Cal.).
• Represented video game company that created 9Dragons, a Massively Multiplayer Online Roleplaying Game set in the Ming dynasty, asserting claims for copyright infringement and cybersquatting against a defendant that operated a pirated version of the game. Onnet USA v. Play9D.com, 3:12-cv-06282 (N.D. Cal.).

Complex Commercial Litigation

• Secured a $4 million allowed claim in the Chapter 11 proceedings of UpHealth, Inc. on behalf of PillDrill, Inc., a medical device company that alleged UpHealth breached its agreement to acquire PillDrill and that PillDrill failed after forgoing alternative financing in reliance on that agreement. Defeated UpHealth’s motion to dismiss in Illinois state court and advanced the case toward trial. After UpHealth filed for bankruptcy in Delaware, defeated its motion to estimate PillDrill’s claim at zero and its objection to the claim, and represented PillDrill at an evidentiary hearing at which the bankruptcy court indicated it was considering relief from the automatic stay to permit trial in Illinois. The parties settled shortly thereafter.
• Represented William Bucher, former leader of the mass arbitration practice group at Zaiger LLC, in claims that the firm terminated him and interfered with his clients’ ability to transfer their matters to his new firm, and that Black Diamond LLC, a hedge fund with a financial interest in the practice, interfered with his contract with Zaiger. Mr. Bucher alleged damages exceeding $100 million. The dispute proceeded in parallel in federal court in Connecticut and state court in New York and was resolved through a confidential settlement.
• Represented Koby Empire, an AI-powered telemedicine clinic for addiction, from a data privacy class action alleging claims under the federal Electronic Communications Privacy Act, and the California Invasion of Privacy Act, as well as several common law theories. Matter resolved through confidential settlement.  Robin Savage v. Koby Empire, Inc., Case. No. 8:26-cv-1401 (C.D. Cal.). 
• Represented Youlin Wang, a high-net-worth Chinese national who was defrauded out of millions of dollars in a real estate deal through a cabal of purported advisors that engaged in a scheme to defraud him. Dhaivat was asked to replace his current counsel at an AmLaw 50 law firm and represent him in parallel state and federal proceedings in California as well as an arbitration in Florida.  Among other things, obtained a permanent injunction against the arbitration through a bench trial in the Northern District of California.  Obtained confidential settlements against most of the co-defendants and an over $10 million judgment on Civil RICO and fraud claims on the remaining holdout.  
• Defended Babcock & Brown, an international financial advisory firm, in a billion-dollar fraudulent conveyance and breach of contract action brought by Mitsubishi over sale of wind turbines. Matter resolved through confidential settlement.  Mitsubishi Power Systems, America, Inc. v. Babcock & Brown Infrastructure Group US, LLC, C.A. No. 4499–VCL (Del. Ch.).*

*Matters Dhaivat handled prior to Grellas Shah.

Background

Experience

• Grellas Shah LLP, Partner and Head of the Litigation Practice
• O’Melveny & Myers LLP, Litigation Partner, Silicon Valley
• S. Securities and Exchange Commission, Staff Attorney, Washington, D.C.

Education

• Georgetown University Law Center, LL.M., Securities and Financial Regulation
• University of San Diego School of Law, J.D.; Assistant Editor, San Diego Law Review
• University of California, Santa Barbara, B.A., Political Science

Admissions

• State Bar of California and United States Federal Court for the Northern, Eastern, Southern and Central Districts of California.

Publications

• “Recent Developments and Trends in Securities Litigation,” Practicing Law Institute (2009)
• “Rulings in Subprime Class-Action Suits Are Turning in Favor of Management,” Investor’s Business Daily (Apr. 27, 2009)
• “Recent Developments in Securities Litigation,” Practicing Law Institute (2008)
• “Securities Litigation: A Year in Review,” Los Angeles County Bar Association (2008)
• “Liability for Exchange Act Violations,” Practicing Law Institute (2006, 2007)
• “The Care and Feeding of an SEC Cease-and-Desist Order: The Commission Defines Its Authority Through In the Matter of KPMG Peat Marwick, LLP,” 25 Hamline L. Rev. 271 (2002)