David Bayless is a partner in the firm's San Francisco office. He is co-chair of Covington’s Securities & Commercial Litigation practice group as well as co-chair of its Securities Enforcement practice group. He is an experienced trial lawyer having litigated to verdict cases in federal, state and administrative forums.
Mr. Bayless represents public companies, their directors and senior management in SEC enforcement actions, internal investigations, and private securities class actions. He has extensive experience in investigations and litigation involving financial reporting and accounting fraud, the Foreign Corrupt Practices Act, whistleblower complaints, mortgage-backed securities and insider trading. He also represents broker-dealers, investment advisers, mutual funds and their employees in investigations by the SEC and FINRA. Finally, he represents issuers, underwriters and public officials in SEC municipal securities investigations.
For five years, Mr. Bayless was the head of the Securities and Exchange Commission’s San Francisco office, during which time he was responsible for all SEC enforcement and examinations within that office’s multi-state jurisdiction.
- Mr. Bayless has successfully litigated against the SEC. In SEC v. Gane, et al., Case No. 03-61553, the SEC accused a former CEO of a public company of securities fraud based on alleged material omissions and misrepresentations. Mr. Bayless tried the case in federal court in Miami, Florida, and defeated the SEC after a six- day trial, resulting in a defense ruling from the bench. See SEC v. Gane, et al., 2005 WL 90154 (S.D. Fla. 2005).
- Represents the former Chief Investment Officer of Fixed Income for Charles Schwab Investment Management in a class action federal court lawsuit, an SEC investigation, and a derivative lawsuit all relating to alleged misrepresentations about the nature and risks of Schwab’s ultra short term bond fund.
- Represented the former CEO of IndyMac Bancorp in several private securities fraud class actions as well as an SEC lawsuit.
- Represented two companies in Dodd-Frank whistleblower situations. Both were resolved with the SEC taking no action.
- Represented a law firm corporate associate in an insider trading investigation. The SEC closed the matter without taking any enforcement action.
- Represented numerous public companies in SEC investigations, including Del Monte, SunOpta, Inc. and Gateway, Inc.
- Represented a former senior executive of Metawave Corporation in securities fraud class action litigation and a parallel SEC investigation involving alleged improper revenue recognition. The SEC took no enforcement action.
- Securities and Exchange Commission, San Francisco District Office, District Administrator
Honors and Rankings
- Recognized by Securities Docket as one of the top SEC enforcement attorneys in the country in its inaugural "Enforcement 40" list (2013).
- Chambers USA - America's Leading Business Lawyers, Litigation - General Commercial (2012-2014)
- Best Lawyers in America, Lawyer of the Year, Corporate Compliance, San Francisco (2012)
- Best Lawyers in America, Corporate Compliance (2007-2014); Litigation - Securities (2012-2014)
- Legal 500 US, Litigation - Securities: Shareholder Litigation and White-Collar Criminal Defense (2013-2014)
- Northern California Super Lawyers, Securities Litigation (2004-2014)
- Benchmark Litigation, Local Star - District of Columbia (2013-2014)
- San Francisco Business Times, Best Lawyers in the Bay Area (2009)
- San Francisco Magazine, named one of the top securities litigators in the Bay Area (2004-2008)
- Mr. Bayless was selected to be the Independent Consultant pursuant to the SEC’s Order In the Matter of Morgan Stanley DW Inc. (Administrative Proceeding No. 3 — 11335, November 17, 2003).
- Mr. Bayless was retained as an expert witness in Mahonia Limited, J.P. Morgan Chase v. WestLB AG in The High Court of Justice, Queen’s Bench Division, Commercial Court, in London, England, on the subjects of United States securities laws and SEC enforcement actions in a lawsuit related to certain transactions involving J.P. Morgan Chase and Enron.
Memberships and Affiliations
- Securities Litigation Committee of the American Bar Association, Member
- Federal Securities Regulation Section of the American Bar Association, Member
- Federal Bar Association, Northern District of California Chapter
Publications and Speeches
- "Securities Enforcement Forum 2014," Panelist, Securities Docket, Washington, DC (10/14/2014)
- "Co-Chair - Legal, Ethical and Strategic Issues in Internal Investigations," PLI Conference (2008-2014)
- "West Coast SEC Directors Roundtable," Panelist, Securities Docket, San Francisco, CA (5/8/2014)