SEC Regulation Outside the United States
31st May 2012, LondonProgramme | Speakers | Sponsors & Partners | Venue | Register
The US financial services industry is in the midst of the biggest regulatory shake up since the 1930s. Is your business ready for it? Are you?
From understanding Dodd-Frank and the Foreign Corrupt Practises Act to learning the new rules for investment advisers, there is a lot of work to be done. Firms need to understand and comply with the new rules and regulation to avoid the risk of steep fines or even prosecution.
The 15th annual SEC Regulation Outside the United States, the only event of its kind, is designed to educate non-US financial services practioners about how regulatory developments from the SEC and other US bodies impact them. A distinguished faculty of current and former SEC officials and other regulatory experts will guide you through the nuances of current and pending US regulation. These experts will also answer your questions about how to best meet the challenges of the fuild US regulatory environment.
Attend SEC Regulation Outside the United States and hear directly from key representatives at the SEC how they legislate and enforce US securities laws, and how these affect companies outside the US.
Download last year's brochure
Speakers at last year's event included:
Barry Barbash, Partner, Willkie Farr
Barry P. Barbash joined Willkie Farr & Gallagher LLP in February 2006 as a partner and head of the firm’s Asset Management Group. He also serves on the firm’s Executive Committee. For the seven years prior to joining Willkie, Mr. Barbash was a partner and head of the asset management practice at another firm. From September 1993 until October 1998, he served as the Director of the Securities and Exchange Commission's Division of Investment Management.
Mr. Barbash has a diverse practice covering all aspects of the asset management business. He regularly advises mutual fund and hedge fund clients on a variety of transactional, compliance and regulatory matters. His areas of expertise include mutual fund operations and regulation, hedge fund formation and regulation, private equity fund structuring and financing, venture capital fund operations and offerings, and fund governance. He regularly represents buyers and sellers in asset management merger and acquisition transactions and advises asset managers of all types in connection with administrative and court actions brought by securities regulators.
Mr. Barbash regularly advises mutual fund, hedge fund, investment adviser, and broker-dealer clients on a wide variety of regulatory compliance matters. When counseling these clients, he is often called upon to conduct detailed reviews of their investment management, administrative and marketing operations and to assist in the development of policies and procedures intended to enable them to meet their fiduciary and other legal obligations.
Mr. Barbash’s recent significant matters include representing major financial services firms in organizing and operating public and private funds and in developing novel and complex investment products and services. Chambers Global (2009) and Chambers USA (2009) rank Mr. Barbash in the number one tier nationally for leading individuals practicing in the area Investment Funds: Registered Funds and among the very top practitioners in the area of Hedge Funds. He is also included in the 2009 edition of Best Lawyers in America.
Mark Berman, CEO, CompliGlobe Ltd

Mark advises and has advised Asian and European hedge funds, investment managers, banks and investment firms on U.S. and cross-border regulatory, compliance, training and AML matters. Mr Berman was a senior lawyer with the SEC’s Division of Corporation Finance and the Division of Market Regulation, where he worked on domestic and cross-border disclosure and trading practices issues, respectively. He was also a senior lawyer with the London Stock Exchange. Mark is the editor of and a contributor to "SEC Regulation Outside the United States" and "Hedge Funds and Prime Brokers", and wrote "An Introduction to Hedge Funds". Mark is a Trustee Emeritus of the SEC Historical Society.
Michael Blane, Director, Joint Money Laundering Steering Group
Bio to follow
Scott W. Friestad, Associate Director, Division of Enforcement, US Securities & Exchange Commission

Scott Friestad joined the Division of Enforcement in 1995 and has overseen a number of high-profile investigations in every major programme area, including Regulation FD, public company accounting and disclosure, the Foreign Corrupt Practices Act, insider trading and broker-dealer regulation.
Mr. Friestad has served as a Special Assistant United States Attorney in the U.S. Attorney's Office for the Southern District of New York.
Kevin Goodman, Assistant Director, OICE, US Securities & Exchange Commission
Bio to follow
Richard Kosnik, Partner, Jones Day

Rich Kosnik manages a broad range of transactions and projects representing financial institutions, US issuers, and non-US issuers from numerous jurisdictions around the world, including equity and debt offerings into the US public and private markets, tender offers for equity and debt securities, and the establishment of a variety of ADR programs. Rich also advises US and non-US clients on corporate governance and other regulatory compliance matters, including the impact of various SEC regulations and interpretive positions on clients' business practices and policies.
Corporate clients that Rich has represented include Alon Israel Oil Company, Banco Mercantil, Masisa S.A., and Natura Cosméticos S.A. Among the financial institutions he has represented are JPMorgan Chase and UBS.
Prior to joining Jones Day, Rich represented, among others, BAE Systems, The Bank of New York Mellon, BNDES, Credit Suisse, Merrill Lynch, Morgan Stanley, and Telefónica S.A.
Rich served four years at the US Securities and Exchange Commission where he was in charge of the international corporate finance program. He was responsible for overseeing the review of all public offerings by non-US issuers in the United States and establishing and implementing the SEC's rulemaking initiatives and interpretive policies in the international corporate finance area, including all matters relating to the interpretation of Rule 144A and Regulation S. Prior to joining Jones Day, Rich was a partner with Clifford Chance.
Rich serves as vice chair of the International Securities and Capital Markets Committee of the American Bar Association and is a member of the Securities Regulation Committee of the New York City Bar.
Colleen Mahoney, Partner, Skadden, Arps, Slate, Meagher & Flom

Colleen P. Mahoney, a partner in Skadden's Washington, D.C. office, heads the firm's Securities Enforcement and Compliance practice, and regulary represents corporations, their officers, directors and employees in Securities and Exchange Commission (SEC) and other law enforcement investigations. She also has represented auditors and audit firms, hedge funds, national stock exchanges and officers at these exchanges.
Ms. Mahoney assists management and boards of directors performing internal investigations, often advising clients on preventive and remedial measures before and after securities-related issues arise.
In recent years, Ms. Mahoney has been the lead attorney representing many of the company boards and individuals embroiled in signature high-profile SEC investigations. Her clients have included many well-known U.S. and foreigh companies. As is frequently the case with SEC enforement matters, the biggest victories are the ones that never become public - the government investigations and inquiries that are put to rest before charges are filed or an indictment is issued, or even before a public disclosure of the government interest. Ms. Mahoney has succeeded in bringing a number of matters to a close in those circumstances.
Prior to joining Skadden, Ms Mahoney spent 15 years in increasingly senior positions with the SEC, serving as acting general councel of the agency and as deputy director of the division of enforcement - the second-in-command and lead administrator of the 300-plus attorney enforcement division. During her tenure at the SEC, Ms. Mahoney helped manage a civil law enforcement program that initiated more than 400 new cases a year. Those cases involved a wide range of issues, including financial fraud and disclosure, auditor independence, mutual fund sales practices, derivatives and insider trading.
Pat McConnell, Member, International Accounting Standards Board

Patricia McConnell is a former Senior Managing Director in Equity Research and Accounting, and Tax Policy Analyst for Bear Stearns & Co.
In a 32-year career in Bear Stearns’ Equity Research group, Ms McConnell established herself as one of the leading analysts in the United States on issues related to accounting. Institutional Investor magazine ranked her the leading analyst in the United States on accounting and tax matters for 16 consecutive years from 1991 to 2006.
Throughout her career, she has been an active participant in accounting standard-setting activities as a member of the IASB’s Standards Advisory Council, the International Accounting Standards Committee (the IASB’s predecessor body), the CFA Institute’s Corporate Disclosure Policy Council, and the New York Society of Security Analysts.
Mauri L. Osheroff, Associate Director, Division of Corporation Finance, US Securities & Exchange Commission
Mauri L. Osheroff has been the Associate Director for Regulatory Policy of the Division of Corporation Finance at the Securities and Exchange Commission since 1987. She oversees the Division's Offices of Mergers and Acquisitions, International Corporate Finance, and Small Business Policy. Her responsibilities include rulemaking and interpretations involving foreign private issuers and other international matters, small business (including several of the small business initiatives proposed and adopted in 2007), tender offers and mergers (including the Regulation M-A and cross-border offers rule changes), Section 16, EDGAR (Electronic Data Gathering, Analysis and Retrieval) and interactive data (XBRL), including the recent interactive data requirements.
Before her current position at the Commission, Ms. Osheroff served as Deputy Chief Counsel in the Division of Corporation Finance, where she supervised various rulemaking projects and gave interpretive advice on the securities laws, rules and forms. Earlier, she served in the Division first as a branch attorney, examining disclosure documents filed with the Commission, and then as a Special Counsel, reviewing tender offer and proxy contest material. She is a magna cum laude graduate of Radcliffe College, a graduate of Yale Law School, and a member of the District of Columbia Bar. For six years, she taught a graduate course on disclosure as an adjunct professor of securities law at Georgetown University Law Center.
James Palmer, Partner, Herbert Smith

James has been with Herbert Smith since 1986. He specialises in mergers and acquisitions, corporate and corporate governance advice, securities law and financial regulation. He advises clients across a range of sectors. He heads the firm's corporate practice.
He has lead since 2002 the Law Society / City Law Society joint working party on takeovers and was Chairman of the City of London Law Society's Company Law Sub-Committee from 2002-2006. Since 2008 he has been a member of the FSA's Listing Authority Advisory Committee.
James is a contributor to Buckley on the Companies Acts, Hannigan and Prentice's Guide to the Companies Act 2006 and Butterworths' Takeovers Law and Practice.
Robert Plaze, Associate Director, Division of Investment Management, US Securities & Exchange Commission
His responsibilities include the development of policy and rulemaking under the Investment Company and the Investment Advisers Acts. He has been a member of the Commission staff for more than 20 years during which he has held several positions of responsibility in the Division. He has twice been the recipient of the Commission's Law and Policy Award.
Richard Price, Partner, Shearman & Sterling

Mr. Price is the c0-head of Shearman & Sterling’s Corporate Group in its London office. Prior to his relocation to London in August 2003, Mr. Price was based in Singapore where he led their capital markets practice in Southeast Asia and India and, prior to that, was based in their Toronto office.
He has extensive experience in representing both issuers and underwriters in a wide range of international corporate finance transactions. He has overseen investment grade debt, high yield debt and equity offerings by issuers in a wide range of industries.
Mr. Price’s practice includes providing advice to corporate clients regarding U.S. federal securities laws, mergers and acquisitions, corporate governance and other corporate matters. Mr. Price is a frequent speaker on U.S. securities law issues, international corporate finance transactions and corporate governance matters. He sat on the Competitiveness Working Group Committee of the Stock Exchange of Singapore and the Corporate Governance Committee of the Government of Singapore. He is cited as a leading corporate finance lawyer in the most recent editions of Chambers Global, Chambers Europe, Chambers UK, The Legal 500 and Legal Experts.
Scott Simpson, Partner - Cross-Border Mergers and Acquisitions, Skadden, Arps, Slate, Meagher & Flom (UK) LLP

Scott Simpson is co-head of Skadden’s Global Transactions Practice* and a member of the firm’s Policy Committee. He has been based in London since 1990 and before that practiced law in Skadden’s New York office throughout the 1980s. Mr. Simpson advises clients on cross-border mergers and acquisitions, including contested and hostile bids.
Mr. Simpson’s recent European M&A assignments have included representing Fresenius SE, in its agreement to acquire APP Pharmaceuticals Inc for US$5.6 billion; Basell Polyolefins in its US$22.2 billion acquisition of Lyondell Chemical Company; International Paper in its acquisition of a 50 percent equity interest in Ilim Holding, the largest forest products enterprise in Russia; and Tele Atlas N.V. in connection with an agreed takeover proposal from TomTom N.V. and an unsolicited takeover proposal from Garmin Ltd.
Mr. Simpson also advises clients in corporate finance transactions, including initial public offerings. His European finance assignments include his 2004 representation of the selling shareholders in the €4.85 billion initial global offering of Belgacom and related buyback of Belgacom shares, as well as its €5 billion restructuring.
Mr. Simpson was profiled in 1992 in The American Lawyer in connection with his representation of the Polish government, and featured by The American Lawyer in 2000 as one of 12 notable American transaction lawyers. His European M&A practice has been featured in The Financial Times in 2005 and The Wall Street Journal in 2006 and according to mergermarket data, Mr. Simpson consistently is ranked as a leading lawyer in European M&A transactions. He is one of the world’s leading M&A lawyers, according to the Chambers and Partners Guides in the U.K., Europe and globally.
Linda Sundberg, Senior Special Counsel, Division of Trading and Markets, US Securities & Exchange Commission
Bio to follow
Linda Thomsen, Partner, Davis Polk

Ms. Thomsen is a partner at Davis Polk in its Litigation Department and practices in our Washington DC office. Her practice concentrates in matters related to the enforcement of the federal securities laws.
She returned to Davis Polk after serving for 14 years in various positions within the SEC. Ms. Thomsen joined the SEC staff in 1995 as Assistant Chief Litigation Counsel. In 1997, she was named Assistant Director of the Enforcement Division. She became an Associate Director in 2000, Deputy Director in 2002 and was named Director of the Enforcement Division by Chairman William H. Donaldson in 2005, a position she held until earlier this year. During her tenure as Enforcement Director, she led the Enron investigation, the auction rate securities settlements, the stock option back dating cases and the expansion of the enforcement of the Foreign Corrupt Practices Act. Prior to joining the SEC, Ms. Thomsen served as an Assistant U.S. Attorney for the District of Maryland.
She is a graduate of Smith College (A.B. ’76, Government (High Honors)) and Harvard Law School (J.D. '79).
William Underhill, Partner, Slaughter and May
Bio to follow
Elisse B. Walter, Commissioner, US Securities & Exchange Commission

Elisse B. Walter was appointed by President George W. Bush to the U.S. Securities and Exchange Commission and was sworn in on July 9, 2008. Under designation by President Barack Obama, she served as Acting Chairman during January 2009.
Prior to her appointment as an SEC Commissioner, Ms. Walter served as Senior Executive Vice President, Regulatory Policy & Programs, for FINRA. She held the same position at NASD before its 2007 consolidation with NYSE Member Regulation. Ms. Walter coordinated policy issues across FINRA and oversaw a number of departments including Investment Company Regulation, Member Education and Training, Investor Education and Emerging Regulatory Issues. She also served on the Board of Directors of the FINRA Investor Education Foundation.
Prior to joining NASD, Ms. Walter served as the General Counsel of the Commodity Futures Trading Commission. Before joining the CFTC in 1994, Ms. Walter was the Deputy Director of the Division of Corporation Finance of the Securities and Exchange Commission. She served on the SEC's staff beginning in 1977, both in that Division and in the Office of the General Counsel. Before joining the SEC, Ms. Walter was an attorney with a private law firm. She graduated from Yale University with a B.A., cum laude, in mathematics and received her J.D. degree, cum laude, from Harvard Law School.
Dan Waters, Director of Retail Policy & Conduct Risk, Financial Services Authority

Dan is the FSA Sector Leader for Asset Management being responsible for the FSA's overall strategy, risk identification & mitigation and liaison with that industry sector. He represents the UK in the CESR's Investment Management Expert Group and in IOSCO's Standing Committee 5 on Investment Management. Dan is also the FSA's Director of Conduct Risk, leading the FSA’s work on identification and mitigation of major risks to consumers. Prior to this, Dan was Director of Retail Policy and Conduct Risk, and before that of Regulatory Strategy and Risk, responsible for the FSA's strategic planning, risk management and assessment systems, performance measurement and risk analysis and research.
Dan, who is a lawyer by training and a graduate of Harvard Law School, was the FSA's first Director of Enforcement. He previously worked at the Investment Management Regulatory Organisation where he was Director of Monitoring and Enforcement, and at the United States Commodity Futures Trading Commission where he was Head of International Enforcement Operations.
John C White, Partner, Cravath, Swaine & Moore LLP

John W. White is a partner in the corporate department of Cravath, Swaine & Moore LLP and is Co-Chair of the Corporate Governance and Board Advisory practice. From March 2006 through December 2008, John served as Director of the Division of Corporation Finance at the U.S. Securities and Exchange Commission, which oversees disclosure and reporting by public companies in the United States.
While on the SEC staff, John led the Division through one of the most significant and prolific rulemaking periods in its history. Those efforts involved a variety of initiatives relevant to foreign private issuers and the global capital markets, including:
• Acceptance of International Financial Reporting Standards (IFRS) in filings by foreign private issuers
• Modernizing the SEC’s rules on deregistration by foreign private issuers
• Revision of the Form 20-F rules for disclosures by foreign private issuers
• Modernizing the SEC’s exemption from registration for foreign private issuers
• Updating the cross-border tender offer rules
• Publishing a proposed roadmap for use of IFRS by U.S. issuers
• Improving implementation of Sarbanes-Oxley Section 404’s internal control requirements with new management guidance and a new auditing standard.
Workshop: SEC Basics, 30th May 2012, London
Programme | Speakers | Sponsors & Partners | Venue | Register
SEC Basics is an intensive, interactive workshop that examines the workings and structure of the U.S. Securities and Exchange Commission, the U.S. securities laws and the SEC’s rules and regulations. The workshop is suitable for those with little or no knowledge of the U.S securities laws, the SEC and the SEC’s rules and regulations.



