Randall Fons is a partner in Morrison & Foerster’s Denver office, and a member of the firm’s Securities Litigation, Enforcement, and White-Collar Defense Group. Mr. Fons, who spent 18 years with the SEC in trial and directorship posts around the U.S., serves as co-chair of the firm’s global FCPA + Anti-Corruption Task Force. In addition to his practice, Mr. Fons is a member of the firm’s board of directors.
Mr. Fons represents corporations, their officers, directors, and employees in SEC and other law enforcement investigations. He also represents auditors before the SEC and PCAOB, as well as regulated entities before the SEC, FINRA, and self-regulatory organizations. Mr. Fons has assisted numerous boards of directors and their audit committees in conducting internal investigations, often advising clients on remedial measures responsive to the securities issues investigated. Mr. Fons also represents investment advisors, including advisors to hedge funds, in SEC proceedings, and has been appointed as an independent consultant by the FINRA pursuant to an enforcement action brought against a large independent broker-dealer.
From 2000 to 2006, Mr. Fons served as the Regional Director of the SEC’s Central Regional Offices. The Central Region, composed of three offices located in Denver, Ft. Worth, and Salt Lake City, focused on both enforcement and regulatory oversight programs across an 11-state area. Before his tenure with the Central Regional Office, Mr. Fons was Regional Director for the SEC’s Southeast Region, where he managed the work of the Miami and Atlanta offices. Mr. Fons began his impressive career with the Commission in 1988 as a staff attorney in the SEC’s Chicago office and rose to head that office’s enforcement program.
Mr. Fons received the SEC’s Distinguished Service Award, the Commission’s highest recognition, and the Capital Markets Award. He is ranked by Chambers USA 2014-2015 for Commercial Litigation and is highly recommended by Legal 500 US for issues pertaining to the SEC. He was recognized by Best Lawyers® as the 2016 Litigation - Securities "Lawyer of the Year" in Denver. He has been selected by his peers for inclusion in The Best Lawyers in America for several years in the fields of Litigation – Securities and Securities Regulation. In 2008, he was the recipient of a Burton Award for Legal Achievement for an article he co-authored regarding securities enforcement.
Mr. Fons received his B.B.A. from the University of Wisconsin in 1984 and his law degree from the University of Colorado School of Law where he was a contributor to the University of Colorado Law Review. Following law school, Mr. Fons was a legal clerk to the Presiding Judge of the Wisconsin State Court of Appeals. Mr. Fons is a member of the Colorado and Illinois bars.
Represented audit committee of a large shipping company in its internal investigation concerning violations of Regulation FD. After report to SEC, SEC declined to bring an action against company based on its internal investigation, cooperation and remedial measures.
Represented special committee of a multinational book retailer in its internal investigation concerning stock option backdating. SEC took no further action after our report of findings and recommendations for remedial steps for company.
Represented former Vice President of Finance of a public company under investigation by the SEC for financial reporting and internal control issues. After Wells submission and meetings, SEC dropped the matter as to our client.
Represented audit committee of an international catalog retailer in its internal investigation of revenue recognition issues. After report to the SEC, SEC declined to bring any enforcement action.
Represented audit firm and its principals in PCAOB investigation and investigations by various states concerning audit of international public company. Successfully negotiated a favorable settlement on behalf of audit firm and its principals.
Represented former CEO of large apparel manufacturer in SEC investigation concerning insider trading. SEC closed matter without action after investigation.
Represented employee of a large international public company under investigation for violation of the FCPA. After testimony, the SEC took no action against the employee.
SEC v. R. Brooke Dunn, et al.
(D. Nevada) Represented former officer of a public gaming company in enforcement action alleging insider trading based on non-public material information concerning company's financial performance. Successfully negotiated a settlement after the case was filed.
Represented a hedge fund advisor in an examination and investigation conducted by the SEC. After testimony and document production, the SEC declined to take enforcement action.
Represented six former directors of large multi-national public company in complex SEC investigation concerning related party transactions and executive compensation disclosure.
In re UnitedHealth Group, Inc. Securities Litigation
(D. Minn.) Successfully defended the former chair of the compensation committee of the board of directors of UnitedHealth Group Inc. in government investigations and civil actions relating to allegations of option backdating, resulting in avoidance of action by the government and settlements favorable to our client in the civil actions.
(DOJ Antitrust Division) Represented former trader at large brokerage firm in extensive DOJ investigation of conspiracy and manipulation in municipal securities market. No action taken against client after interview by DOJ.
SEC and Multi-State Investigation
Represented company operating a national person-to-person lending platform in investigations conducted by the SEC and dozens of states. Successfully negotiated a settlement of all actions on favorable terms for company, allowing it to register its securities and continue operations.