Overview
Roy K. McDonald is chair of the Firm’s Corporate Board Investigations group. He focuses his practice on corporate investigations and compliance, and business and securities litigation.
Roy leads internal investigations, including independent investigations, for public and private companies, their boards of directors and board committees. He guides the development and execution of corporate compliance programs, serving as the primary advisor to a number of Fortune 500 and other prominent global companies on compliance. He represents companies and individuals in criminal and regulatory investigations, including those by the US Department of Justice (DOJ) and Securities and Exchange Commission (SEC), class actions, derivative suits and a broad array of complex business disputes.
Roy has extensive experience handling issues involving potential violations of securities and antitrust laws, alleged accounting and financial fraud, anti-corruption/FCPA compliance, qui tam/False Claims Act cases, insider trading, business torts and commercial/contractual disputes. He regularly advises companies and corporate boards on whistleblower claims, internal audit findings and other sensitive matters. He brings a practical understanding of all aspects of corporate compliance, from proactive measures, to internal and government investigations to remediation.
Roy has a substantial background representing clients, ranging from large publicly traded corporations to early-stage enterprises, in the fields of technology (including hardware, software, IT services, internet and social media), life sciences (pharmaceutical and medical device), consumer products, financial services and energy. He has led significant matters for multinational companies concerning their business operations in the US, Asia, Europe, Latin America, Africa and the Middle East.
Results
CORPORATE INVESTIGATIONS AND COMPLIANCE
- Lead counsel in board audit committee investigation for a Fortune 500 publicly traded software technology and services company regarding financial accounting, public disclosures, executive compensation, senior management conduct, whistleblower claims and retaliation allegations. Representation included advising the audit committee in connection with a related SEC investigation.
- Lead counsel in board audit committee investigation for a large publicly traded server technology company for multiple internal investigations of accounting issues, including revenue recognition, internal controls and senior management conduct. Representation included advising the audit committee in connection with a related SEC investigation, NASDAQ matter and financial restatement.
- Lead counsel in board audit committee investigation of anti-corruption/FCPA issues concerning operations in China of a publicly traded hardware technology company, and representation of the company in noteworthy DOJ and SEC investigations that were successfully resolved. Representation also involved advising the company on policies, internal controls, compliance monitoring, training programs and other remedial measures.
- Lead counsel in board audit committee investigation for a Fortune 500 cybersecurity company regarding insider trading and public disclosure issues. Representation included advising the audit committee in connection with a related SEC investigation.
- Lead counsel representing a publicly traded computer hardware company in export control investigations by US Attorney’s Office, DOJ, Department of Homeland Security, and Department of Commerce.
- Lead counsel in investigations for a publicly traded athletic apparel company regarding potential corporate misconduct, including FCPA issues, and related advice on remediation and enhancements to corporate compliance programs.
- Lead counsel for board committee of a large (over $1 billion valuation) privately held software company in conducting investigation involving issues related to revenue recognition and violations of company policies.
- Representation of an international shipping and logistics company in an internal investigation, DOJ investigation and qui tam/False Claims Act litigation regarding government contracts issues involving the company’s Middle East operations.
- Serving as principle outside counsel to a Fortune 500 computer software company regarding its global ethics and compliance program, and conducting corporate internal investigations concerning business practices in the US, Europe and Latin America.
- Conducting compliance risk assessments on behalf of a publicly traded medical device company, including anti-corruption/FCPA compliance proactive reviews and audits of distribution channels in Asia, Latin America, Europe and Middle East.
- Leading numerous anti-corruption/FCPA due diligence reviews, as well as the preparation and negotiation of anti-corruption/FCPA-related contractual provisions, for M&A/strategic alliance transactions on behalf of companies (including Fortune 200 and other publicly-traded corporations) and involving locations throughout the world, including Latin America, Asia, Europe, and the Middle East.
BUSINESS AND SECURITIES LITIGATION
- Numerous representations defending companies, directors and officers in securities class actions and shareholder derivative suits. Representations have included cases involving:
- Countrywide Financial Corporation
- Finisar
- Broadcom
- Foundry Networks
- Maxwell Technologies
- Blue Coat Systems
- AXT
- Coherent
- Sunrise Telecom
- Tripath Technologies
- Unify
- Veritas Software
- Representation of a publicly traded online marketing company in a federal court lawsuit against a competing company regarding a terminated strategic alliance and claims of fraud, unfair competition, tortious interference with contract and breach of contract
- Defense of a global information security company in litigation of intellectual property licensing dispute
Recognitions
- Silicon Valley Business Journal, “40 under 40” 2013
Community
- American Bar Association, member
- Bar Association of San Francisco, member
Credentials
Education
Washington University in St. Louis, JD, 1997
Trinity College, BA, 1994
Admissions
California
