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Programme

08.15 Registration and Coffee
09.00 Conference Welcome
09.05 Keynote Address
09.30 Thriving (and Surviving) as a Public Company – What Lies Ahead

This expert panel will examine SEC disclosure, financial reporting and other compliance mandates confronting non-US issuers listed in the U.S., as well as related accounting and auditing developments. Topics addressed will include:

  • New personnel and new priorities at the SEC
  • Disclosure effectiveness project and its potential short- and long-term impacts
  • Being a foreign private issuer reviewed by the SEC today: recent focus points for SEC comments (from expanding the dialogue on your segments to non-GAAP measures to impairments to IFRS reviews)
  • IFRS, U.S. GAAP and today’s accounting and financial reporting challenges
  • Auditing matters: the view from the PCAOB
  • Continued spillover of new Dodd-Frank executive compensation disclosures and clawback requirements

John White, Partner, Cravath, Swaine & Moore, moderator
Sonia Barros, Assistant Director, Division of Corporation Finance, SEC
Thomas Kim, Partner, Sidley Austin
Daniel Goelzer, Partner, Baker & McKenzie

10.40 Morning Coffee Break
11.05 Challenges (and Pitfalls) of Raising Capital Today – The Public and Private Markets

This expert panel will review the major developments affecting capital raising in the U.S. public and private markets, as well as cross-border merger and acquisition transactions involving both non-U.S. issuers and U.S. issuers. Key issues today for shareholder relations will also be explored. Topics addressed will include:

  • Hot topics for U.S. and European public offerings; Using the JOBS Act reforms
  • General solicitation ban for private offerings ends in the U.S. How has it worked so far? What about adoption of the SEC’s accompanying proposals?
  • Cross-border M&A activity – what did we see in 2014 and what do we expect in 2015? Changing regulatory environment.
  • Corporate governance matters remain in the hot seat!
  • The voices of shareholders get louder

Scott Simpson, Partner, Skadden, moderator
Sonia Barros, Assistant Director, Division of Corporation Finance, SEC
Julian Perlmutter, Partner, Simmons & Simmons
Alex Cohen, Partner, Latham & Watkins

12.10 Lunch
13.15 Regulations Panel

Representatives of the SEC, the FCA and other regulators will survey cutting-edge issues involving how regulators cooperate with each other in information sharing, cross border cooperation and the administration and enforcement of the U.S. federal securities laws.

Sonia Barros, Assistant Director, Division of Corporation Finance, SEC
Dan Kahl, Assistant Director, Division of Investment Management, SEC
Scott Friestad, Associate Director, SEC
Paula Drake, Associate Director, Chief Counsel and Chief Ethics Officer, Office of Compliance, Inspections and Examinations, SEC
Jim Burns, Deputy Director, Trading & Market Division, SEC

14.00 The Markets, and SEC and CFTC Developments

Market developments have continued to draw significant attention. This panel will review developments (and what is to come) in these areas:

  • Rule 15a-6 and selling the securities of non-U.S. issuers to U.S. residents
  • Security-based and non-security-based swaps regulation
  • Flash trading, dark pools and market structure developments
  • What the SEC and CFTC expect from non-U.S. market participants

Mark Berman, CEO, CompliGlobe, moderator
Jim Burns, Deputy Director, Trading & Market Division, SEC
Amy Natterson Kroll, Partner, Bingham

15.00 Afternoon Tea
15.15 Funds, Hedge Funds and Investment Managers – and FATCA

This expert panel, including three current and former senior SEC officials, provides insights and commentary on key issues facing non-U.S. money managers

  • Applicability of the Advisers Act to non-U.S. advisers
  • SEC compliance expectations: what you must do
  • Monitoring and testing
  • What to do when the SEC examines you
  • FATCA

Mark Berman, CEO, CompliGlobe, moderator
Dan Kahl, Assistant Director, Division of Investment Management, SEC
Robert Plaze, Partner, Stroock & Stroock & Lavan
Barry Barbash, Partner, Wilkie, Farr & Gallagher

16.15 Compliance, FCPA and Enforcement

Current and former senior SEC lawyers explore how the SEC cooperates with non-U.S. regulators in the enforcement of the U.S. federal securities laws outside the United States, featuring these topics:

  • The “jurisdictional reach” of the U.S. federal securities laws
  • SEC compliance expectations: the ramifications of getting it wrong
  • Enforcement trends
  • Key enforcement actions in insider trading, FCPA, accounting fraud and false and misleading disclosure

Mark Berman, CEO, CompliGlobe, moderator
Scott Friestad, Deputy Director, Division of Enforcement,SEC
Michael Mann, Partner, Richards Kibbe & Orbe
Erich Schwartz, Partner, Skadden Arps

17.15 End of Conference