SEC and Dodd-Frank Act Regulations Compliance: Emerging Issues and Practical Guidance
The Dodd-Frank Act contains more than 90 provisions that require the SEC to adopt rules and dozens of other provisions that give the SEC discretionary rulemaking authority. To date, the SEC has proposed or adopted rules affecting, among other things, securities-based swaps, hedge funds, private fund advisers, executive compensation, and credit rating agencies. Because the Dodd-Frank Act affects almost every part of the U.S. financial services industry, compliance officers, corporate counsel, and other industry professionals must become versed in its key provisions.
In this LIVE two-hour web cast, regulators, lawyers, and other professionals will explain key aspects of the Dodd-Frank Act and its rules and will provide practical guidance for complying with those provisions.
Paula Drake, Chief Counsel, Office of Compliance Inspections and Examinations,
U.S. Securities and Exchange Commission
HIGH LEVEL OVERVIEW ON:
- Private equity& Private fund registrations – what Dodd Frank requires & SEC respon
- Title 7 requirements
- Whistleblower requirements
Jeff Thomas, Attorney,
Ruegsegger Simons Smith & Stern, LLC
- Dodd-Frank provisions relating to private equity and hedge funds, including registration exceptions, federal and state jurisdiction, recordkeeping and reporting, and client qualification.
- Dodd-Frank provisions relating to changes to SEC authority, including extraterritorial reach, aiding and abetting actions, and fiduciary duty for broker dealers.
David Berger, Manager,
Dodd Frank provision Form PF
- Alignment of third party disclosures
- Implementing policies and procedures
Julie Herzog, Partner,
Schuchat, Herzog & Brenman, LLC
- New exchange listing standards regarding compensation committee independence and disclosure of consultant conflicts
- Shareholder approval of executive compensation and “golden parachute” compensation arrangements and “say on pay” vote frequency including elimination of broker discretionary voting on executive compensation matters
- Revised definition of “accredited investor” for exempt offeringss
Michael MacPhail , Partner ,
Faegre Baker Daniels
- Collateral Consequences of Settlement: Rule 506/FINRA Disqualification
Luke Zubrod, Director, Risk and Regulatory Advisory,
- New CFTC derivatives regulations requiring board involvement and updates to transaction documentation; implications for transaction process and timing
- Key open issues related to derivatives regulation: financial entity definition, margin requirements for uncleared swaps, margin requirements for FX forwards
- The impact of new regulatory requirements on hedging decisions
Who Should Attend:
- Compliance Officers
– Investment Advisors & Executives
– Banks and Financial Institutions’ Executives
– General Counsel
– Business Lawyers
– Senior Managers
– CFOs & Related Finance Executives
– Bank Regulation Lawyers
– Finance Lawyers
– Chief Risk Officers
– And Other Related Professionals
Paula Drake joined the Securities and Exchange Commission as the Associate Director, Chief Counsel and Chief Ethics Officer of the Office of Compliance, Inspections and Examinations in August 2012.
From 1996 to 2012, Ms. Drake was General Counsel and Chief Operating Officer (from 2008) of Oechsle International Advisors, LLC, an international investment adviser with operations in Boston, London, Hong Kong and Frankfurt. Previously, she was Legal Counsel at Fidelity Investments and an Associate at the Boston law firm, Ropes & Gray. From 2004 to 2012, Ms. Drake served as a Board Member of the Investment Advisers Association.
Ms. Drake has a J.D., cum laude, from Harvard Law School and a Ph.D., in English, with Distinction, from the University of Massachusetts.
Paula Drake joined the Securities and Exchange Commission as the Associate Director, Chief Counsel and Chief Ethics Officer of the …
Jeffrey Thomas focuses his practice on representing clients in a variety of securities-related matters, including investigations by the SEC and other regulators, litigation, and internal investigations. Mr. Thomas spent twelve years as a lawyer in the SEC’s Enforcement Division, where he investigated and litigated possible federal securities law violations involving, among others, investment advisers, private investment funds, broker-dealers, public companies, municipalities, and individuals. Before joining the SEC, Mr. Thomas practiced employment law and commercial litigation at prominent law firms in Los Angeles and Denver.
Mr. Thomas earned his law degree from the University of Southern California, where he was an Articles Editor for the Southern California Law Review, and his undergraduate degree in finance and marketing from the University of Colorado at Boulder.
Jeffrey Thomas focuses his practice on representing clients in a variety of securities-related matters, including investigations by the SEC and …
David is a Manager in the Business Advisory Services Group at Rothstein Kass in the New York office. He focuses on operational and regulatory consulting for alternative investment companies including hedge funds, private equity funds, venture capital funds and securitized asset funds. Prior to joining Rothstein Kass, David spent over seven years as a Controller for Vision Capital Advisors, LLC. While at Vision, a registered SEC investment advisor focusing on investment opportunities in micro-cap companies, David developed an expertise in front, middle and back office processes and workflow of a mid-sized hedge fund firm. David is a Certified Public Accountant in Vermont, and he is a member of the New York Society of Certified Public Accountants, the Vermont Society of Public Accountants and the American Institute of Certified Public Accountants. He is currently enrolled in the Master of Science in Taxation program at Baruch College. David holds a B.S. in Accountancy and Business Administration in Finance from Villanova University.
David is a Manager in the Business Advisory Services Group at Rothstein Kass in the New York office. He focuses …
Ms. Herzog leads SH&B’s corporate/securities practice. She has handled transactions valued at over $3 billion for major public companies and investment banks and enjoys working with a diverse clientele that ranges from Fortune 100 corporations to startups, family offices, and venture capital and private equity funds. Before joining SH&B in 2003, Julie practiced corporate and securities law at major international firms in Chicago and Denver. She earned her juris doctor, cum laude, at Southern Methodist University and bachelors of science in accounting and political science, with honors, from Oklahoma State University. She has been honored by the Denver Business Journal as a “40 under 40″ and a finalist in the “Mile Hi Leader” category for “Outstanding Women in Business” and by LawWeek Colorado as a “Woman of Accomplishment” and as a finalist for “Top Woman Lawyer.”
Ms. Herzog leads SH&B’s corporate/securities practice. She has handled transactions valued at over $3 billion for major public companies and …
Michael MacPhail focuses his practice on defending clients in investigations and litigation before securities industry regulators including the U.S. Securities and Exchange Commission (SEC), the FINRA, the Public Company Accounting Oversight Board (PCAOB), the Colorado Division of Securities, and the Colorado Board of Accountancy. He represents regulated entities and individuals who provide financial or professional services, including broker-dealers and financial advisors, accounting firms and CPAs, publicly traded companies and their officers and directors, investment advisers, attorneys, investor relations firms, and investors in private disputes and regulatory proceedings. Michael also represents corporations and individuals in securities-related litigation in state and federal court. He has served as a testifying securities industry expert.
Michael has defended numerous audit firms and CPAs in disputes with the PCAOB and Colorado Board of Accountancy. He also has represented several national broker-dealer firms in SEC or Division of Securities investigations and litigation involving, among other things, alleged failure to supervise, and the sale of auction rate securities. Many of these disputes were settled on terms favorable to his clients.
He has also defended public companies in delisting proceedings before the NYSE-AMEX.
Michael MacPhail focuses his practice on defending clients in investigations and litigation before securities industry regulators including the U.S. Securities …
Luke Zubrod, Director of Risk and Regulatory Advisory for public and private companies on OTC regulations. Luke has been in this role since 2009 providing policy and technical advice to various businesses and organizations, including the Coalition of Derivatives End-users, Congressional and committee staff, and staff of many regulatory agencies, including the CFTC, SEC, and Federal Reserve, as well as businesses around the world. In addition to advising clients, Luke has authored numerous comment letters, white papers and articles, he’s testified before Congress and spoken to government and business groups on derivatives regulation and specifically the impact on end-users. Luke has been with Chatham since 2004 advising real estate, corporate and financial institution clients on hedging and risk management. Prior to leading the regulatory advisory group he led Chatham’s advisory practice for U.S. public real estate companies. Before joining Chatham, Luke worked as a management consultant at Deloitte. Luke graduated with Honors from Pennsylvania State University with a BS in Finance and was a member of the University Scholars Program.
Luke Zubrod, Director of Risk and Regulatory Advisory for public and private companies on OTC regulations. Luke has been in …
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Office of Compliance Inspections and Examinations, U.S. Securities and Exchange Commission
About Office of Compliance Inspections and Examinations, U.S. Securities and Exchange Commission
About Ruegsegger Simons Smith & Stern, LLC
Ruegsegger Simons Smith & Stern, LLC is a full-service law firm in Denver, Colorado. The firm prides itself on providing its clients with individualized attention and exceptional value.
About Rothstein Kass
Rothstein Kass provides audit, tax, accounting and advisory services to hedge funds, funds of funds, private equity and venture capital funds, broker-dealers, and registered investment advisors. The firm is recognized internationally as a top service provider on a wide range of organizational, operational and regulatory issues, and recently was recognized by Hedge Funds Review as the top accounting and auditing firm in the nation. The firm also advises on fund structure, both inside and outside the United States, compliance and financial reporting, and tax issues from a federal, state, local and international compliance perspective.
In addition, Rothstein Kass Business Advisory Services, LLC (an affiliate of Rothstein Kass), provides value-added and results-oriented consulting services in the areas of strategy, operations, technology, risk, compliance, dispute resolution and investigations.
Rothstein Kass has offices in California, Colorado, Massachusetts, New Jersey, New York, Texas and the Cayman Islands.
About Schuchat, Herzog & Brenman, LLC
Schuchat, Herzog & Brenman is a boutique law firm in Denver that offers a broad range of capabilities in a relationship-oriented environment. With the expertise they have gained from years of working in some of the country’s largest law firms, and the practical business sense they have gleaned from owning and running businesses, they have the skill, competence and know-how to work with a diverse range of clients on their simplest to most complex needs at reasonable rates.
The corporate/securities department has extensive experience in structuring and organizing legal entities from start-up companies to multi-national joint ventures and has represented businesses in complex securities regulation and compliance matters, financings, mergers and acquisitions, reorganizations and management buyouts.
About Faegre Baker Daniels
Our more than 750 legal and consulting professionals provide the depth and breadth of expertise necessary to solve complex business challenges.
From U.S. locations in Boulder, Denver, Chicago, Fort Wayne, Indianapolis, South Bend, Des Moines, Minneapolis and Washington, D.C. to international locations in Beijing, Shanghai and London, we serve clients in every U.S. state and more than 100 countries.
Our legal expertise includes business and corporate services, environmental law, finance and restructuring, government services, intellectual property, labor and employment, litigation, real estate, construction, regulatory law, tax, wealth management and much more.
About Chatham Financial
Chatham Financial is an independent advisory services and technology firm specializing in hedge accounting, interest rate, FX and commodity risk management. Chatham’s expertise combined with our proven technology empowers clients to strategically direct risk management programs to fit their needs.
Founded in 1991, Chatham serves over 1,000 companies annually, with our practitioners bringing deep derivatives and complex regulatory knowledge to our clients. Our global team of risk management professionals, CPAs, quantitative analysts and software developers provide clients with the tools and confidence required to successfully manage risk.