About

  • Harvard Law School (J.D., cum laude, 1975), Board of Student Advisors

  • University of Alabama (B.A., 1970), Phi Beta Kappa, Omicron Delta Kappa, Jasons Senior Honorary

After graduating from the University of Alabama in 1970, Marbury served two years as a lieutenant in the United States Army, serving as a finance officer in the United States Southern Command, Panama Canal Zone. In 1972, he entered Harvard Law School, graduating in 1975.  He then joined the Atlanta law firm King & Spalding as an associate attorney, where he practiced until early 1981, when he left to become a founding partner of Parker, Hudson, Rainer & Dobbs. He retired from the firm on December 31, 2019, and continues his law practice as The Rainer Firm.

Through his 45 year career Marbury Rainer has been a counsellor and litigator for countless businesses and individuals.  He has extensive experience representing public and private companies and their officers and boards. Throughout his career Marbury has guided his corporate clients through all manner of litigation, investigations, and governance matters. 

Representing public and private companies and those who manage and oversee them, Marbury has worked on a wide range of corporate governance matters and securities litigation, including disputes over M&A transactions and agreements, accounting restatements, breach of fiduciary duty, fraud, trade secrets, insurance coverage, real estate transactions, and breach of contract. He also regularly represented healthcare clients in antitrust matters and medical staff disputes. Marbury’s extensive litigation experience includes class actions, derivative suits, and federal government investigations. Marbury also served as his prior firm’s General Counsel and is often called upon as an expert witness on corporate governance issues and standards of care involving claims against attorneys and law firms.

Selected Examples of Experience

  • Represented bankrupt public company in a liquidating Chapter 11 bankruptcy which was so successful that the client paid all creditors in full and emerged from the bankruptcy as public company, reissuing stock which had been cancelled in the bankruptcy plan; then served as outside general counsel for the public company for several years until a merger.

  • Successfully represented a major regional healthcare client in obtaining insurance coverage for a claim against the client arising out of a business dispute. .

  • Successfully represented an industrial company as special insurance counsel in challenging the denial of coverage for claims in a law suit against the client brought by a competitor for tortious interference and other claims arising from the client’s hiring of employee.

  • Frequently consulted with clients about coverage issues under general liability and director and officer insurance policies and advised clients about making claims under existing coverage.

  • Represented public company in action against former Senior V.P. for breach of fiduciary duty for conflicting interest transactions.

  • Served as Expert Witness on issues of ethics and standards of care in attorney malpractice actions and motions for attorneys’ fees for alleged frivolous claims.

  • Represented major shareholder in dispute with majority shareholder following a merger, alleging breaches of fiduciary duty and improper valuation of client’s interest.

  • Represented officers and directors of numerous public companies in securities class actions and in derivative actions and actions by bankruptcy trustees alleging breach of duties owed to the companies and creditors.

  • Represented international manufacturer of optical fiber in trade secret litigation.

  • Represented buyers and sellers in actions against sellers of merged or acquired companies for breach of representations and warranties, indemnification, and fraud.

  • Represented public company in obtaining insurance coverage through litigation against D&O insurance company.

  • Consulted with management and boards of  public companies and bankruptcy trustees regarding malpractice actions against outside auditors as a result of allegedly faulty audits and restatements .

  • Represented bankrupt public company in action against merger partner for breach of fiduciary duties and breach of contract and defended counterclaim for securities fraud based on revenue recognition and other financial statement issues.

  • Represented banks in a wide-range of actions against debtors and borrowers and in defending actions involving allegations of breaches of duties and fraudulent conveyances.

  • Represented outside directors and committees of public companies in connection with internal investigations and responses to derivative demands by shareholders

  • Represented closely held corporation and management in connection with a law suit between former owners and venture capital firms/majority shareholders over the terms of the venture capital investment agreement.

  • Represented former non-executive chairman of public company in securities fraud, derivative and D&O insurance rescission actions.

  • Represented former CFO of public company in stock option back dating investigation and related litigation.

  • Represented former CEO of closely held corporation in connection with allegations of breach of fiduciary duty by minority shareholders.

  • Represented partners in major accounting firm in action brought by former firm alleging breach of restrictive covenants and breach of fiduciary duty.

  • Represent NFL player agent and agency in action brought by former employer for breach of a non-compete agreement, breach of fiduciary duty and for commissions earned on player contracts.

  • Advised numerous hospitals regarding antitrust issues in connection with mergers and various joint ventures.

  • Represented senior vice president of marketing of publicly held corporation in SEC and United States attorney investigations and civil actions arising out of a financial restatement over revenue recognition issues.

Thought Leadership

  • Presenter, “Developments in Corporate Governance and Directors’ and Officers’ Fiduciary Duties,” 38th Annual Georgia Business Law Institute (October, 2019)

  • Presenter, “Update on Director and Officer Liability,” 37th Annual Georgia Business Law Institute (October, 2018)

  • Moderator, Meritas Business Success Stories panel discussion, U.S. Regional Session at the Meritas Annual Meeting (May, 2018)

  • Speaker for The Knowledge Group webinar, “Heightened Developments in D&O Liability Exposure: Important Highlights Uncovered” (July, 2017)

  • Presented the topic “Officers and Directors Liability: Today’s State of Play” at the 35th Annual Georgia Business Law Institute (October, 2016)

  • Co-author, “Accountant Liability to Third Parties in Georgia,” 20 Georgia Bar Journal Vol. 2 (October, 2014)

  • Presented the topic “Judicial Developments in Officer and Director Liability: Loudermilk and Beyond” at the 33rd Annual Georgia Business Law Institute (October, 2014)

  • Panel member for “A Panel Discussion of Ethical Issues Faced by Young Lawyers,” sponsored by the Young Lawyers Division of the State Bar of Georgia (February, 2012)

  • Presented the topic “Protecting Directors and Officers -- D&O Insurance, Exculpation and Indemnity” at the 30th Annual Georgia Business Law Institute (October, 2011)

  • Presented the topic “The Directors’ and Officers’ Reliance Defense, New Issues and Problems,” at the 23rd Annual Georgia Business Law Institute (November, 2004)

  • Fraudulent Conveyances - Author: Chapter in Georgia Jurisprudence, W. Group, Vol. XIV, 1998

  • Recovery of Lost Profit Damages for Business Interruption or Destruction - Author: 28 Georgia State Bar Journal 63, 1991

  • The State Action Doctrine and the Local Government Antitrust Act: The Restructured Public Hospital Model - Coauthor: American Journal of Law & Medicine, Vol. XIV, Nos. 2 and 3, 1988

Accolades

  • Recognized by The Best Lawyers in America© as the 2020 Lawyer of the Year in Georgia in the practice area of Bet- the-Company Litigation

  • Recognized by The Best Lawyers in America© as the 2019 Lawyer of the Year in Georgia in the practice area of Litigation-Mergers and Acquisitions

  • Listed in Chambers USA: America’s Leading Lawyers for Business for Litigation: General Commercial (2018, 2019)

  • Selected by his peers for inclusion in The Best Lawyers in America© in the practice areas of Bet-the-Company Litigation, Commercial Litigation, Litigation-Merger and Acquisitions, and Litigation-Securities (2008-2020)

  • Selected as one of Georgia’s “Super Lawyers” by Law & Politics and Atlanta Magazine (2005-present)

  • Recognized as one of Georgia’s “Top Rated Lawyers” by Martindale-Hubbell and ALM

Professional and Civic Affiliations

  • Georgia Justice Project, Director, 2010 - 2019

  • Society for Corporate Governance, Member

  • Harvard Law School Association of Georgia, Past President

  • University of Alabama President’s Cabinet, Member, 1998 - Present, Chair, 2012 - 2016; University of Alabama Capital Campaign Steering Committee; Former National Vice President, National Alumni Association

  • Orchard Ministries, Board Chair

  • State Bar of Georgia

  • American Bar Association, Member, Sections of Litigation, Business Law, Antitrust and Dispute Resolution

  • Atlanta Bar Association

  • Meritas Law Firms Worldwide, Former Director

  • Merit Key Recipient, Sigma Alpha Epsilon Fraternity

  • Kiwanis Club of Atlanta, Vice President 2019 - Present; Secretary 2018-2019; Director 2017 – 2018

  • Atlanta Botanical Gardens, Magnolia Circle

  • Peachtree Presbyterian Church, Adult Sunday School Teacher

  • Lecturer, Annual seminar entitled “Lessons in Leadership,” Terry School of Business, University of Georgia, 2007-2017

  • Adjunct Professor, The University of Alabama School of Law, Fall 2020