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Contact:   Michael W. Vella

Morrison & Foerster is a recognized leader in all aspects of securities litigation, enforcement, and white-collar defense for companies in the United States and China. For decades, in jurisdictions around the United States, we have successfully represented issuers and their officers and directors in private securities litigation, including class actions and derivative suits. We also have extensive experience representing investment banks, broker dealers, and other professionals in class action and derivative litigation. Many of our victories are reflected in published judicial decisions that have shaped the law.

We have also regularly represented issuers and individual officers and directors in civil and criminal government investigations and litigation, including enforcement actions brought by the SEC, the Criminal Division of the Justice Department, and various state Attorneys General. We also represent audit committees and boards of directors conducting internal investigations, and advise companies and individuals on issues such as litigation avoidance, stock exchange listing, and liability insurance.

Our securities litigation, enforcement, and white-collar defense practice includes more than 150 attorneys in our 17 offices worldwide. The Group includes prominent attorneys with decades of experience, former federal and state criminal prosecutors, and former SEC enforcement attorneys. Our staff also includes in-house accounting experts with decades of public accounting experience.

The Group has represented companies located in the U.S. and China in a wide range of industries, from financial services and consumer products to technology companies in the software, life sciences, and telecommunications fields. We work closely with recognized experts across the firm to understand and address our clients’ business, financial, and legal problems.

Representative Matters in China

Private Securities Litigation:

• China International Capital Corporation (Hong Kong) Ltd. We represented China’s largest investment bank, China International Capital Corporation (Hong Kong) Limited (“CICC”), in a federal securities fraud action in the Central District of California arising from a failed investment in an IPO by a California entity. The plaintiff, an American hedge fund that incurred losses in the offering, sued its broker-dealer, Core Pacific-Yamaichi International (H.K.) Limited (“Core Pacific”), who, in turn, brought third-party contractual, statutory, and equitable indemnification claims against CICC. After two years of hard-fought litigation, Core Pacific agreed to walk away from its claims against CICC, and dismissed them in their entirety.
• Ernst & Young Hong Kong. We represented the Hong Kong entity of Ernst & Young in litigation filed in the New York State Supreme Court relating to a bond offering by a Canadian holding company. The case settled on favorable terms.
• LJ International, Inc. We represent LJ International, Inc., a Hong Kong–based jewelry manufacturer, and certain of its officers in a securities class action filed in the Central District of California and two related derivative actions filed in the Superior Court of Los Angeles. One of the derivative actions was dismissed on defendants’ motion. The plaintiff has appealed. The second derivative action has been stayed pending resolution of that appeal. LJ has filed a motion to dismiss the securities class action, which is set for hearing in late 2008.
• NetEase.com, Inc. We represented NetEase.com, Inc., a Chinese Internet portal, in federal securities class actions in the Southern District of New York arising from a restatement of earnings. The cases settled on favorable terms.
• Qiao Xing Universal Telephone, Inc. We represented Qiao Xing Universal Telephone, Inc., a China-based telephone manufacturer, and certain of its officers and directors in a securities class action filed in the Southern District of New York. The case settled on favorable terms.
• We represented a PRC electronics manufacturer in a case involving breach of contract claims and fraud for unpaid debts. The case settled on favorable terms.
• We represent an individual owner and majority shareholder in one of Hong Kong’s leading property owning and development companies in relation to a number of legal actions brought by interim trustees of the estate of the individual’s deceased former partner, including minority shareholder proceedings relating to alleged unfair prejudice in the operation of the group holding company.

Internal Investigations:

• We represent a U.S.-based Fortune 200 public company in an investigation of its business practices in Europe, Asia, and North America in connection with a U.S. grand jury subpoena and related government investigations in Europe and Asia.
• We represent a NASDAQ-listed technology company and its audit committee in connection with an internal investigation into accounting irregularities and related SEC and Sarbanes-Oxley issues.
• We represent a major international property developer with extensive operations in China in an internal investigation in connection with alleged misdeeds by its China country manager.
• We represented the independent directors of a China-based, NASDAQ-listed company in conducting an investigation into alleged bribery activities and falsification of records involving multiple points of sale throughout China.
• We represented a major China-based, NASDAQ-listed company in a company-wide internal investigation regarding possible accounting irregularities, in conjunction with outside auditors. Following the investigation, which involved employee interviews and document review, we also successfully defended the company against multiple delisting actions by NASDAQ, handled all aspects of related communications with public investors, represented the company in an SEC investigation and U.S. class action lawsuit, and negotiated favorable settlements for both.
• We represented the audit committee of a NASDAQ-listed company in connection with China sales irregularities and related accounting and SEC and Sarbanes-Oxley-related issues. The work also involved coordination of deposition-type interviews with a China country manager who was ultimately terminated, and other staff in-country.
• We represented a U.S. public company with operations in Asia in an internal investigation regarding the company’s employee stock option program, involving reviewing documents and interviewing employees in English, Chinese, and Japanese.
• We represented a U.S.-based public company in an internal investigation of a whistleblower complaint regarding self-dealing and product safety issues in its China-based sourcing operations.

Investigations Involving the FCPA:

• We represent a Fortune 100 company in an internal investigation of alleged self-dealing and FCPA violations in China and several other Asian countries.
• We represent a defense contractor in performing FCPA due diligence reviews on more than 50 prospective agents, consultants, and joint venture partners in Europe, the Middle East, South America, North America, and the Asia/Pacific region.
• We represent a NASDAQ-listed Chinese services company in an internal investigation of FCPA allegations.
• We represent a major U.S. medical device developer in an internal investigation involving FCPA and anti-bribery issues in the People’s Republic of China.
• We represented a U.S.-based public corporation in an internal investigation of whistleblower allegations of violations of the FCPA and other anti-bribery statutes in China and elsewhere in Asia, and conducted local employee interviews in several countries.
• We represented the Special Committee of a NASDAQ-listed Bermuda corporation with its principal place of business in China in an internal investigation of possible FCPA violations related to use of consultants.

White-Collar Criminal Defense:

• We represented the head of McDonnell Douglas Corp.’s China Program, who was indicted along with McDonnell Douglas Corp. U.S., the China National Aero-Technology Import and Export Corporation (“CATIC”), and individual CATIC officials for allegedly conspiring to make false representations to obtain licenses to export aircraft machining equipment to China. The District Court granted our motion to dismiss the indictment, and the court of appeals affirmed.

Representative Matters in the United States

• Recently won a complete jury defense verdict on behalf of JDSU and former executives in a class action seeking $20 billion for securities fraud and insider trading.
• Currently serve as counsel for all 310 issuer defendants and directly represent more than three dozen issuers in the IPO Securities Litigation in the Southern District of New York, the largest set of consolidated securities class actions ever brought.
• Won an acquittal, after a three-week trial, for a former executive of a global pharmaceutical company accused of conspiracy and two other counts under the federal Anti-Kickback statute.
• Obtained dismissal of all charges against a former chairperson in a criminal case that alleged fraudulent wire communications, wrongful use of computer data, identity theft, and conspiracy.
• Regularly selected to represent board committees in conducting internal investigations.
• Obtained dozens of dismissals of securities class actions.