2010 National Conference SpeakersThe 64th National Conference
July 7 - 11, 2010
Sheraton Chicago Hotel & Towers
Chicago, Illinois
Mr. Altman is the founder and President of The Altman Group, Inc. Prior to forming The Altman Group in January 1995, Mr. Altman founded and led a proxy solicitation business for Hill and Knowlton, Inc. from 1976-1994. Mr. Altman has been active in suggesting changes in proxy plumbing issues for a number of years. His ABO (All Beneficial Owner) proposal is one of several ideas which, if adopted, would make additional information on beneficial ownership available to corporations for solicitation purposes. Mr. Altman has an MBA degree from the Bernard M. Baruch School of Business and a BA in Economics from Brooklyn College.
Ms. Andersen is Vice President of Corporate and Institutional Relations and Corporate Governance Officer for Broadridge Financial Solutions, Inc. She advises on corporate governance issues and focuses on enhancing relationships and shareowner communication programs between Broadridge and constituents while addressing industry related issues.
Prior to joining Broadridge, Ms. Andersen established and became President of MEA Associates, a consulting firm that provided advisory services to corporations and their boards of directors regarding corporate governance issues as well as relationships with their institutional investors. Previously, she was a Principal Investment Officer and Director of Investor and Corporate Relations for the State of Connecticut, Office of the Treasurer.
Presently, Ms. Andersen is a member of the Society and its Corporate Practices Committee; the Council of Institutional Investors and served as Treasurer; the National Investor Relations Institute; the National Association of Corporate Directors; and the International Corporate Governance Network. She was a member of the Board of Directors of the Investor Responsibility Research Center and served as Chair. She is a member of the Board of Directors of the Connecticut Easter Seals Foundation and served as Chair and a corporator of Hartford Hospital and Connecticut Children's Medical Center. She teaches corporate governance seminars at Trinity College, Hartford and is a frequent speaker on shareholder communication issues.
Ms. Andersen received her B.A. in mathematics from Elms College and her M.A. in public policy from Trinity College in Hartford, Connecticut.
George Anderson is a partner with Tapestry Networks and Managing Partner of the firm's Boston office. George leads corporate governance networks for directors of Fortune 500 companies. These networks include groups of audit committee chairs, compensation committee chairs, and lead independent directors. In 2009, he was named a "Rising Star in Corporate Governance" by Yale University's Millstein Center for Corporate Governance and Performance.
Previously, George was a principal at Toffler Associates and a senior consultant in the financial services practice at Accenture. In addition, he completed two years of national service, teaching public school in South Central Los Angeles, as a corps member in Teach For America.
George holds a master's degree in human development and psychology from Harvard University and a bachelor's degree in philosophy from Haverford College.
Mr. Baldwin is currently Chief Executive of The Hong Kong Institute of Chartered Secretaries. He was Chairman of the steering committee for the establishment of Corporate Secretaries International Association ("CSIA") in May 2009. He was the founder President of CSIA at its incorporation in December 2009.
Mr. Baldwin has an extensive background in sales and marketing and general management. He previously worked for a variety of local and overseas listed and private companies including Dow Jones, News Corporation, First Ecom Inc. and Metro Radio Hong Kong. Prior to joining HKICS in 2003, Phillip ran his own marketing consultancy.
Alan L. Beller is a partner of Cleary Gottlieb Steen & Hamilton LLP. Mr. Beller's practice focuses on a wide variety of complex securities, corporate governance and corporate matters. Mr. Beller advises regularly senior officials of both U.S. and non-U.S. entities on these subjects, including in connection with SEC filings, corporate transactions and other corporate matters and public and private offerings of securities.
From January 2002 until February 2006, Mr. Beller served as the Director of the Division of Corporation Finance of the U.S. Securities and Exchange Commission and as Senior Counselor to the Commission. During his tenure, Mr. Beller led the Division in producing the most far-reaching corporate governance, financial disclosure and securities offering reforms in Commission history. Among his accomplishments were the implementation of the corporate provisions of the Sarbanes-Oxley Act of 2002, the adoption of corporate governance standards for listed companies and the successful completion of comprehensive securities offering reforms.
Mr. Beller received a J.D. degree, magna cum laude, from the University of Pennsylvania Law School and graduated from Yale College, cum laude, in 1971. Mr. Beller is a member of the Board of Directors of The Travelers Companies, Inc. and a member of the Board of Overseers of the University of Pennsylvania Law School. Mr. Beller is a member of the Bar in New York.
Rick Black is a financial communications professional with over a decade of experience in managing all aspects of investor relations, public relations and corporate communications. Currently, he serves as director at Public Strategies, a communications and strategy consulting firm where he works in Dallas at one of their largest (on-site) clients, Tenet Healthcare.
Public Strategies, since 1988, has served a diverse clientele, from Fortune 500 companies, top professional firms, and leading trade associations to major non-profits. Public Strategies' mission is to help these enterprises address the full spectrum of opportunities and risks in the public arena, in a way that delivers measurable results. The firm hosts a dynamic team of professionals that includes prominent political strategists, award-winning journalists, former high-ranking government officials, and experts in distinct disciplines like crisis management, government relations and media strategies.
At Tenet Healthcare, Mr. Black along with a team of seven Public Strategies team members, manage the Company's corporate communications. Tenet Healthcare is an investor-owned health care services company that operates 49 general hospitals and related health care facilities in the U.S. Tenet Healthcare is an S&P 500 company with over 50,000 employees and in excess of $9.1 billion in annual revenues.
Prior to joining Public Strategies, Mr. Black was the director of investor relations at Luby's, an operator of family dining restaurants, where he was responsible for all external communications including the investment community and the media. Mr. Black also served as the primary liaison between the Board of Directors and senior management team. During his four year tenure, Mr. Black led Luby's communications and investor efforts including winning a proxy battle by an activist shareholder in 2008.
Mr. Black also worked at BMC Software where he acted as a primary interface with the global investment community to maintain an ongoing dialogue with investors and research analysts. Prior to BMC, he managed and executed strategic investor relations plans for publicly-traded companies as part of Houston's largest full service investor relations consulting firm, Easterly Investor Relations, now DRG&E.
Mr. Black holds a bachelor's degree in public relations from Texas Tech University. He and his wife live in Dallas, TX where they are raising two young boys. He is an avid runner and has completed six marathons.
James F. Brashear has served since February 2010 as Vice President, General Counsel and Corporate Secretary of Zix Corporation, the leading provider of email encryption services. Mr. Brashear was a corporate securities partner at Haynes and Boone, LLP. He formerly served as Senior Vice President, Deputy General Counsel, Corporate Secretary and Chief Governance Officer at the global travel commerce company Sabre Holdings Corporation. He also has been an attorney at AMR Corporation's subsidiary American Airlines, Inc. and at the law firms Skadden, Arps, Slate, Meagher & Flom and O'Melveny & Myers. Mr. Brashear received a Juris Doctorate degree, magna cum laude, from the University of San Diego School of Law and a Bachelor of Arts degree from the University of California at San Diego. He is a member of the California Bar Association and the State Bar of Texas. He has served since 2004 as a national director of The Society of Corporate Secretaries and Governance Professionals and has been a speaker at many Society events.
Ms. Brauer is a Senior Managing Director – Corporate Governance at Georgeson, the proxy solicitation firm, which she joined in May 2008. She is focusing on helping companies to enhance communications with their shareholders and third-party opinion-makers and to analyze their current governance practices in light of the current corporate governance landscape and their own business developments.
Prior to joining Georgeson, Ms. Brauer held a variety of positions over 15 years in the Legal Department of The New York Times Company, most recently serving as Secretary and Corporate Governance Officer. Her most recent responsibilities included providing key support to senior management and the board on the development and implementation of appropriate corporate governance practices and on strategic communications with institutional shareholders, investor publications, corporate governance rating firms and other relevant opinion-makers. She helped to lead the internal team that coordinated the Company's response to a dissident's withhold-the-vote campaign in 2007 and a threatened 2008 proxy fight, which eventually settled. Prior to working at The Times Company, Ms. Brauer was an associate lawyer with Cleary, Gottlieb, Steen & Hamilton in New York, NY and Brussels, Belgium, providing corporate legal advice to US and international clients and pro bono work in the area of human rights.
She is a member of the Society, a former Chair of its Corporate Practices Committee (2006-2009), the current Chair of the Society's Chapter Task Force (since 2009) and a former member of its Media Awareness Group (2006-2007). In addition, Ms. Brauer is a member of the Council of Institutional Investors and the Association of the Bar of the City of New York. She is also a member of the American Bar Association, for which she served on its Task Force on the Delineation of Governance Roles and Responsibilities (2008 - 2009). Ms. Brauer has a JD degree, magna cum laude and Order of the Coif, from Indiana University School of Law and an AB degree, magna cum laude and Phi Beta Kappa, from Cornell University's College of Arts and Sciences.
Douglas K. Chia is Assistant General Counsel & Corporate Secretary at Johnson & Johnson, the world's most comprehensive and broadly-based manufacturer of health care products, headquartered in New Brunswick, New Jersey. His responsibilities include providing legal counsel to the corporation on matters of corporate governance, securities regulation, public company disclosure, and Sarbanes-Oxley Act compliance.
Prior to joining Johnson & Johnson, Mr. Chia was Assistant General Counsel, Corporate at Tyco International. In private practice, Mr. Chia was an associate at the law firms of Simpson Thacher & Bartlett and Clifford Chance, practicing in the New York and Hong Kong offices of each firm. While in private practice, Mr. Chia provided legal counsel to issuers and underwriters on securities offerings and cross-border transactions.
Mr. Chia is a member of the Society's Board of Directors, Corporate Practices Committee and Policy Advisory Committee and is Chairman of the Membership Committee. Mr. Chia is also a member of the Corporate & Securities Law Committee of the Association of Corporate Counsel, as well as a member of the National Asian Pacific American Bar Association (NAPABA).
In 2008, Mr. Chia was the recipient of Corporate Secretary magazine's "Rising Star" award and named by NAPABA as one of the "Best Lawyers Under 40." In 2009, Mr. Chia was recognized by Directorship magazine as one of the 100 "most influential people in corporate governance and the boardroom." Most recently, Mr. Chia was named a "Rising Star of Corporate Governance" by the Millstein Center for Corporate Governance and Performance at the Yale School of Management.
Mr. Chia received his AB from Dartmouth College and his JD from the Georgetown University Law Center.
Hye-Won Choi is Senior Vice President and Head of Corporate Governance at TIAA-CREF. TIAA-CREF, a financial services group of companies located in New York, had assets under management of about $363 billion as of December 31, 2008.
On behalf of the boards of the TIAA-CREF group of companies, Ms. Choi and her colleagues work to enhance the governance/social responsibility practices of companies held within TIAA-CREF's investment portfolios with the objective of increasing shareholder value and improving long-term performance.
Ms. Choi has presented at numerous corporate governance conferences in the United States and internationally and has been quoted in major publications. She also represents TIAA-CREF on various international corporate governance networks and coalitions. In 2009, Ms. Choi was appointed co-chair of the SEC investor advisory committee formed to give investors a greater voice in the work of the Commission.
Ms. Choi received an A.B. cum laude from Harvard in 1985 and a J.D. from the University of California, Berkeley, in 1989. Prior to joining TIAA-CREF in 1994, Ms. Choi was in private practice in securities and corporate law.
Mr. Clark is Vice President-Corporate Relations and Corporate Secretary for Sempra Energy, a San Diego-based Fortune 500 energy services holding company whose subsidiaries provide electricity, natural gas and value-added products and services. In addition to overseeing the Office of the Corporate Secretary, he also oversees political and corporate social responsibility reporting, external communications and federal lobbying. Prior to assuming his current role, he was an assistant general counsel and managing attorney with Sempra Energy, where he oversaw a variety of domestic and international mergers and acquisitions, joint ventures, development projects and international legal issues. He was also principally responsible for corporate governance and corporate structuring matters for Sempra Energy's domestic and international subsidiaries.
Before moving in-house, Mr. Clark advised both public and private companies on a full range of corporate transactional and securities matters at the law firms of Colley Godward LLP and Morrison and Foerster LLP. He graduated summa cum laude with a bachelor's degree in accounting from Pepperdine University and with honors from Duke University's School of Law where he emphasized international and comparative law. Currently he serves as an advisory committee member for the Southern California chapter of the Society.
Dennis P.R. Codon, a partner with Blank Rome LLP, focuses his practice on complex business transactions and corporate governance.
Previously, he was a partner in the firm of Robins, Kaplan, Miller & Ciresi. Prior to Blank Rome, Mr. Codon served as senior vice president and chief legal officer in the law department of Unocal Corporation, where he managed the worldwide law department and developed a state of the art compliance program, managed corporate governance functions, and directed the company's legal affairs. Prior to becoming general counsel, Mr. Codon served as corporate secretary and was responsible for various corporate functions, including investor relations and corporate risk management for the entire company.
Mr. Codon is Chair of the Board of Trustees and Southwestern Law School, and is a Board member and past Vice President of the Alliance for Children's Rights. He is also Chair of the Board of Governors of the University of Southern California Institute for Corporate Counsel. Mr. Codon is a member and former director of the Society. In 2001 he was the recipient of the "Outstanding Corporate Counsel of the Year" award from the Los Angeles County Bar Association, Corporate Law Departments Section. Mr. Codon received his BA in Political Science from Brigham Young University and his JD degree from Southwestern Law School.
Mr. Codon has been featured in articles in Corporate Legal Times, National Law Journal, Los Angeles Daily Journal, and Inside Counsel, among other publications. He has also had appearances on Bloomberg Business News, Reuters Television, Insider Exclusive, and has been quoted in numerous publications.
Ms. Combs is Chairman-Elect of the Society of Corporate Secretaries and Governance Professionals. In addition to serving on the Society's Board of Directors, she chairs the board's Nominating and Governance Committee and serves on its Executive Steering Committee and Policy Advisory Committee. She previously chaired the Society's Corporate Practices Committee (which develops monographs on best practices), chaired the 2007 National Conference, served as board secretary and as a member of the Educational Programs Committee and the Securities Law Committee. She is a frequent faculty member and speaker at the Society's educational programs and conferences.
Ms. Combs has had more than 20 years of experience in corporate governance, having served as Senior Vice President, Governance, Deputy General Counsel and Corporate Secretary of Exelon Corporation and as Deputy General Counsel and Corporate Secretary of one of Exelon's predecessor companies, PECO Energy. She has served as Chief Governance Officer, with primary responsibility for corporate governance and the board of directors, including compliance with the requirements of Sarbanes-Oxley, other governance reforms and the NYSE listing standards. She has overseen SEC reporting and compliance, provided legal counseling on securities laws and regulations and managed the shareholder services function. In addition, she has chaired the ethics and corporate compliance committee and managed the ethics and compliance program, overseeing all investigations of potential violations of the Code of Business Conduct. In addition, she has coordinated development of overall corporate policies and procedures, and managed the subsidiary management and records management functions.
Ms. Combs is a graduate of Northwestern University and received her law degree from West Virginia University College of Law. She is a member of Order of the Coif and Order of the Barristers and was Lead Articles Editor of the Law Review. She attended Stanford University's executive management program and is a recipient of the Women's Venture Fund's "Highest Leaf Award". Programs for which she was responsible earned honorable mention at the 2008 Corporate Secretary Magazine Awards in the categories of Best Overall Governance, Ethics and Compliance Program and Best Use of Technology.
Mr. D'Agostino founded Encore Bancshares, Inc. in March 2000 and has been Chairman of the Board of Encore Bank since November 1999. He is currently Chairman of the Board of the Company and all subsidiaries and Chief Executive Officer of the Company. Mr. D'Agostino has served as a director of Basic Energy Services, Inc. since 2004 and currently serves on its compensation and audit committees. From 1986 until 1999, he worked for American General Corporation in Houston, where he held the offices of Vice Chairman and Group Executive - Consumer Finance of American General Financial Group from 1998 until 1999, and President, Member of Office of Chairman and Director from 1997 until 1998. Prior to that, he was the Chairman, President, and CEO of American General Life and Accident Insurance Company in Nashville, Tennessee from 1993 until 1997. From 1976 until 1986, he worked for Citigroup, where he established the first private banking office for Citibank outside of New York. Prior to that, he worked for Chase Manhattan Bank from 1974 until 1976 and Fidelity Union Trust Company from 1986 until 1974. Mr. D'Agostino holds a BS in economics from Villanova University and a JD from Seton Hall University of Law, and has completed the Advanced Management Program at Harvard Business School.
Mr. M. Walter D'Alessio has been a director of Exelon since October 20, 2000.
Mr. D'Alessio serves as lead director. He is Vice Chairman of NorthMarq Capital, a real estate investment banking firm, and is Senior Managing Director of NorthMarq Advisors, a real estate consulting group, positions he has held since July 2003. Prior to that, he was the Chairman and CEO of Legg Mason Real Estate Services, Inc. (1982-July 2003). He is the Chairman of the board of Brandywine Realty Trust, where he has been a trustee since 1996; and has been a director of Independence Blue Cross since 1991 and currently serves as chairman of the board.
Mr. D'Alessio has served as a director of the Federal Home Loan Bank Board of Pittsburgh since 2008, serving on the governance, human resources and community investment and public policy committees. He is a trustee of the Pennsylvania Real Estate Investment Trust since 2005, serving on the compensation and human resources committee and the nominating and governance committee. He also serves on the Board of PECO, an Exelon subsidiary.
A leader in the Philadelphia business community, he has knowledge of the greater Philadelphia metropolitan area and economic trends in the region, particularly with respect to real estate development.
Mr. D'Alessio contributes to the Exelon board through his long history as a business leader and as a director of other business organizations. Through his leadership of other boards and his leadership and participation in the work of committees of other boards, Mr. D'Alessio is valued as a leader of the Exelon board and its corporate governance committee and makes important contributions to the work of the compensation committee, including its evaluation of the performance and compensation of the Exelon CEO. Mr. D'Alessio's knowledge and expertise in corporate governance has been recognized by his being appointed a member of the Advisory Board of the Drexel University Business School Corporate Governance Program.
Lyell Dampeer is currently President, Investor Communication Solutions, North America, for Broadridge Financial Solutions, Inc., formerly ADP's Brokerage Services Group. Prior to that, he was Senior Vice President Operations for ADP's Retirement Services Group and Vice President Client Services for ADP's Investor Communications Services. Before joining ADP, he held senior management positions at large outsourced services providers. He has a BA in Mathematics from Harvard College and a Masters of International Management from the American Graduate School of International Management.
Mr. Daugherty, a partner of Foley & Lardner LLP, is a deal-making lawyer and an SEC expert with 30 years of experience in major money centers and on the Executive Staff of the SEC. A graduate of Northwestern University and Cornell Law School, he currently works in and from Chicago, leading multi-office, multi-disciplinary teams of professionals on business deals of every kind - M&A, money raising, restructuring. Mr. Daugherty also counsels boards, committees and other fiduciaries. The value that he adds to client engagements derives from his decades of practice before every Division of the SEC.
Ms. Dropkin is the Deputy Corporate Secretary and General Counsel, Corporate Governance, and a Managing Director, of Citigroup Inc. She also serves as legal counsel to the Citi Foundation. Ms. Dropkin has been with Citigroup since 1993 during which time she also served as Assistant General Counsel and Senior Counsel. Prior to joining Citigroup (then Primerica Corporation), Ms. Dropkin was an Associate at Winston & Strawn.
Ms. Dropkin is the Chairman of the Board of Directors of the New York Lawyers for the Public Interest, and serves as Chair of its Governance and Nominating Committee and as a member of its Executive Committee. Ms. Dropkin is a member of the Board of Directors and the Audit Committee, and is the Treasurer, of the Society of Corporate Secretaries and Governance Professionals. Ms. Dropkin is also a member of the Stockholder Relations Society. She is a past President of the Society of Corporate Secretaries and Governance Professionals, New York Chapter.
Ms. Dropkin has a JD from SUNY at Buffalo and a BS from Cornell University. She is admitted to practice in New York and Washington, DC.
Mr. Dunn is a partner in O'Melveny's Washington, DC office and a member of the Corporate Finance Practice. Prior to joining O'Melveny, he spent 20 years in various positions at the US Securities and Exchange Commission (SEC), most recently as Deputy Director, and former Acting Director, of the Division of Corporation Finance. As Deputy Director, he supervised that Division's Offices of Chief Counsel, Chief Accountant, Mergers and Acquisitions, International Corporate Finance, Rulemaking, Small Business, and Enforcement Liaison.
Edward J. Durkin - Director of the Corporate Affairs Department of the United Brotherhood of Carpenters and Joiners of America since 1983. As Department Director, he coordinates the governance and investment activities of the Carpenters' US and Canadian pension funds with assets of $40 billion. Carpenter funds have led successful reform efforts on the issues of auditor independence, option expensing, and majority voting in director elections. He is former co-chair and board member of the Council of Institutional Investors (CII), a shareholder activism organization comprised of union, public employee and corporate pension funds. He has undergraduate degrees in Economics and Business Administration with a law degree from the University of Maryland School of Law, and is a member of the bar in the District of Columbia and Maryland.
Charles M. Elson is the Edgar S. Woolard, Jr., Chair in Corporate Governance and the Director of the John L. Weinberg Center for Corporate Governance at the University of Delaware. He is also "Of Counsel" to the law firm of Holland & Knight. He formerly served as a Professor of Law at Stetson University College of Law in St. Petersburg, Florida from 1990 until 2001. His fields of expertise include corporations, securities regulation and corporate governance. He is a graduate of Harvard College and the University of Virginia Law School, and has served as a law clerk to Judge J. Harvie Wilkinson and Elbert P. Tuttle of the United States Court of Appeals for the Fourth and Eleventh Circuits. He has been a Visiting Professor at the University of Illinois College of Law, the Cornell Law School, and the University of Maryland School of Law, and is a Salvatori Fellow at the Heritage Foundation in Washington, DC and a member of the American Law Institute.
Professor Elson has written extensively on the subject of boards of directors. He is a frequent contributor on corporate governance issues to various scholarly and popular publications. He served on the National Association of Corporate Directors' Commissions on Director Compensation, Director Professionalism, CEO Succession, Audit Committees, Strategic Planning and Director Evaluation, and Risk Governance: Balancing Risk and Reward. He also was a member of its Best Practices Council on Coping With Fraud and Other Illegal Activity, and presently serves on that organization's Advisory Council. He is Vice Chairman of the ABA Business Law Section's Committee on Corporate Governance and a member of its Committee on Corporate Laws.
Additionally, Professor Elson served as an adviser and consultant to Towers Perrin, the international human resource management consultants; a director of Circon Corporation, a medical products maker; and Sunbeam Corporation, the consumer products manufacturer; Nuevo Energy Company, an independent oil and natural gas producer; the Investor Responsibility Research Center, a non-profit corporate governance research organization; Alderwoods Group, an international death care services provider; AutoZone, Inc., the national automobile parts retailer; and is presently a member of the Board of Directors of HealthSouth Corporation, a healthcare services provider.
Ms. Foran is Chief Governance Officer, Vice President and Corporate Secretary of Prudential Financial, Inc. She has been a corporate governance leader throughout her career at JP Morgan & Co., Inc., Pfizer, Inc., and most recently Sara Lee Corporation. She is admitted to the New York, Illinois, Pennsylvania, and New Jersey (in-house) bars. Ms. Foran is a former Chairman, a former director, the former Chair of the Securities Law Committee, and the former Treasurer of the Society of Corporate Secretaries and Governance Professionals. Ms. Foran received her BA, magna cum laude, and JD degrees from the University of Notre Dame.
Kayla J. Gillan joined the Securities and Exchange Commission (SEC) in February 2009 as Senior Advisor to Chairman Mary L. Schapiro, and currently also serves as Deputy Chief of Staff. In this capacity, Ms. Gillan continues a career dedicated to serving investors.
Prior to joining the SEC, Ms. Gillan was a founding Board Member of the Public Company Accounting Oversight Board (PCAOB), where she served from January 2003 to January 2008 and worked extensively to advocate the needs of investors in the auditing process of U.S. public companies. She previously was General Counsel for the California Public Employees' Retirement System (CalPERS), where she spent 16 years working to protect the retirement security for more than 1.5 million public employees. From January 2008 to February 2009, Ms. Gillan was the Chief Administrative Officer for RiskMetrics Group, Inc., a firm that provides risk management and corporate governance products and services to financial market participants. She authored the company's first annual proxy statement, which was designated "Best Proxy for 2008" by Corporate Secretary magazine.
Ms. Gillan holds a B.A. from California State University at Sacramento and a J.D. from the University of California at Davis. She is a frequent author and speaker on subjects related to corporate governance, ethics, and the fiduciary responsibilities of pension trustees.
Amy L. Goodman is a partner in Gibson, Dunn & Crutcher's Washington, DC, office, where she is co-chair of the firm's Securities Regulation and Corporate Governance practice group and a member of the firm's Executive Compensation and Corporate Transactions groups. She advises clients with respect to securities law, disclosure and regulatory issues, and corporate governance matters, including the representation of independent board committees.
Ms. Goodman joined the firm in 1998 after serving as a free-lance editor and author of books and newsletters on securities and corporate law topics, including Editor-in-Chief of Insights: The Corporate and Securities Law Advisor (ongoing), The Investment Lawyer, and The Corporate Governance Advisor, all published by Aspen Law & Business. She was previously with the Securities and Exchange Commission for 11 years, holding several positions with the SEC's Division of Corporation Finance, including Associate Director (EDGAR), Deputy Associate Director, Assistant Chief of the Office of Disclosure Policy, and Chief of the Task Force on Corporate Accountability. She also served as Legal Assistant and Special Counsel to SEC Chairman Harold Williams and as an attorney in the SEC's Division of Investment Management.
In 1985, Ms. Goodman received the SEC's Distinguished Service Award, and, in 1986, she received the Presidential Meritorious Executive Award. She is listed in the 2005 Guide to the World's Leading Corporate Governance Lawyers.
Ms. Goodman received her JD degree cum laude from the Boston University Law School, and an LLM with emphasis in securities law, from the Georgetown University Law Center. She earned a Bachelor of Arts degree in political science from Boston University.
Ms. Goodman is admitted to practice in the District of Columbia and the State of Massachusetts. She is Chair of the Committee on Director and Officer Liability of the American Bar Association's Business Law Section, and Chair of the Section's Shareholder and Investor Relations Subcommittee of the Corporate Governance Committee. Ms. Goodman is President-elect of the Board of Directors of the Association of SEC Alumni, Inc. She is also a member of the Federal Regulation of the Securities Committee of the Business Law Section and the Securities Law Committee of the Society of Corporate Secretaries and Governance Professionals. In addition, she is a member of the Board of Advisors of the SEC Historical Society. She is editor of A Practical Guide to SEC Proxy and Compensation Rules, published by Wolters Kluwer, and co-editor of Corporate Governance: Law and Practice, published by LexisNexis (2004) and is a frequent speaker at continuing legal education programs and other professional events.
Mr. Grace is Vice President, General Counsel, and Corporate Secretary of 3D Systems Corporation, a Nasdaq-listed company. Before joining 3D Systems in 2003, Mr. Grace was General Counsel and Secretary and subsequently Special Counsel of Sealed Air Corporation, an NYSE-listed company, for 22 years. He has a JD degree from Columbia Law School and a BA degree in economics from Williams College. He has been a member of the Society of Corporate Secretaries and Governance Professionals for more than 25 years and is a member of the Securities Law Committee, the Corporate Practices Committee and the Small and Mid-Cap Companies Committee. He is a member of the New York Bar, the New York State Bar Association, the American Bar Association, the International Bar Association, and the Corporate Counsel Association.
Cindy Grimm is Vice President, Assistant Secretary and Assistant General Counsel for Texas Instruments Incorporated in Dallas, Texas. She manages the Law Department's Corporate Governance/Finance group, which among other things, assists TI's board of directors and officers in complying with legal requirements, and deals with securities law matters, financing activity and executive benefits. Ms. Grimm is a member of the American Bar Association and the State Bar of Texas. She has served as a member of the Board of Directors of the Society of Corporate Secretaries and Governance Professionals from 2002-2005, served as the National Conference Committee Chair for the Society in 2009, and currently serves on its Securities Law Committee. She has been a frequent speaker at Society events. Cindy also serves as a member of the Audit and Ethics Committee of the United Way of Metropolitan Dallas.
Ms. Grimm received her BS degree in Economics from the University of Kentucky, where she graduated with High Distinction. She earned her JD degree from Southern Methodist University, where she was a member of the law review and the Order of the Coif.
Mr. Herlihy is a partner in the Washington, D.C. office of Latham & Watkins LLP and a Global Chair of the firm's Public Company Representation practice. His practice centers on all aspects of public company representation, including capital markets and M&A transactions, corporate governance, and SEC and other corporate compliance matters. Mr. Herlihy also is an adjunct professor at Georgetown University Law Center, where he teaches a seminar on corporate governance. Mr. Herlihy has a J.D. from the University of Notre Dame Law School and a B.B.,A. in Accounting from The College of William & Mary. He is a member of the District of Columbia and Virginia Bar Associations.
Laura Oleck Hewett is Counsel in the Atlanta office of King & Spalding's Corporate Finance Practice Group. Ms. Hewett regularly advises public company clients on SEC reporting and compliance requirements, including executive compensation disclosure and corporate governance matters. She serves as a counselor to public company boards of directors in connection with SEC, corporate governance and executive compensation disclosure matters. She also advises public company clients on NYSE and NASDAQ compliance issues. Ms. Hewett has significant experience in a broad range of securities matters and corporate finance transactions. Ms. Hewett serves on the Board of Directors of the Society of Corporate Secretaries and Governance Professionals, and is the past President of the Southeastern Chapter of the organization. Ms. Hewett received a B.A. from Duke University, a J.D. from the University of Florida and an LL.M. from Cambridge University (Downing College), England.
Cam Hoang is Counsel and Assistant Secretary of General Mills, Inc. Prior to joining General Mills in 2005, she was an associate at the Minneapolis law firm of Dorsey & Whitney. She has a JD degree from Harvard Law School. She is President of the Twin Cities chapter of the Society of Corporate Secretaries and Governance Professionals and currently serves on its Board of Directors.
Mellody Hobson is president of Ariel Investments, a Chicago-based money management firm that serves retirement plans and individual investors through its no-load mutual funds and manages separate accounts for institutional clients. As president, Mellody is responsible for firm-wide management and strategic planning, overseeing all operations outside of research and portfolio management. Additionally, she serves as chairman of the board of trustees for the mutual funds. She joined the company in 1991 after graduating from Princeton University where she received her degree from the Woodrow Wilson School of International Relations and Public Policy.
Mellody has become a nationally recognized voice on financial literacy and investor education. Specifically, she is a regular financial contributor on ABC's Good Morning America as well as a spokesperson for both the annual Ariel/Schwab Black Investor Survey and the 2009 Ariel/Hewitt study, "401(k) Plans in Living Color." She is also actively involved with a variety of civic and professional institutions. Her community outreach includes serving as a board member of the Chicago Public Library and its foundation, The Field Museum, The Chicago Public Education Fund and The Sundance Institute. She is also a director of three public companies: DreamWorks Animation SKG, Inc., The Estée Lauder Companies Inc. and Starbucks Corporation. Additionally, she is on the board of governors of the Investment Company Institute and is a member of the SEC Investment Advisory Committee. She is also a former trustee of Princeton University. Mellody is a member of the Economic Club of Chicago, the Commercial Club of Chicago, the Young President's Organization (YPO) and is a Henry Crown Fellow of the Aspen Institute.
Her professional and civic leadership have brought her to the forefront of media attention. In addition to her role on Good Morning America, Mellody has been a featured guest on ABC's Nightline and World News Tonight. In 2007, she became a regular columnist in Black Enterprise and is frequently quoted in various news publications including Money, Fortune, Fast Company and PINK magazines. In 2008, she was highlighted as a financial expert in a special PBS documentary entitled, “Retirement Revolution."
Suzanne Hopgood is the Managing Director of Board Advisory Services of the National Association of Corporate Directors. Ms. Hopgood has served on the board of nine companies, five of which are public companies, and as Chairman of the Board of two. She has also served as CEO of both public and private companies. She has assisted a variety of companies in facing difficult business, financial, and legal challenges and crises, and she is a "Financial Expert." She has served on the board of an Italian company and currently serves on the board of Newport Harbor Corp. She has twice served as member of board slates elected in proxy contests initiated by institutional investors. She speaks internationally on the role and responsibilities of boards of directors and crisis management. She co-authored the award-winning Board Leadership for the Company in Crisis. Prior to founding The Hopgood Group, LLC, Ms. Hopgood was responsible for a $1 billion equity real estate portfolio for Aetna Realty Investors, a subsidiary of Aetna. She is also the President and CEO of the Hopgood Group, LLC, a workout consulting firm she founded 1985.
Ms. Horiszny has held the position of Chief Compliance Officer and Assistant Secretary of Borg Warner Inc. since January 2007, following 13 years as Borg Warner's General Counsel and Corporate Secretary. Her diverse corporate law experience includes advising the company and its board of directors, with emphasis on Corporate Governance; enterprise risk management; environmental, sustainability, and social responsibility issues; and executive compensation matters.
She holds a JD from the Ohio State University and a BA from Michigan State University. Ms. Horiszny is a member of the Illinois and Michigan State Bar Associations. She is a past president of the Chicago Chapter of the Society of Corporate Secretaries and Governance Professionals, and is currently President of the Society's Detroit Chapter, co-chair of the Small and Mid-Cap Companies Committee and a member of the Policy Advisory Committee.
Before his appointment as a Justice of the Delaware Supreme Court in 2003, Jack B. Jacobs served as Vice Chancellor of the Delaware Court of Chancery since October 1985, after having practiced corporate and business litigation in Wilmington, Delaware since 1968. Justice Jacobs holds an undergraduate degree for the University of Chicago (BA, 1964, Phi Beta Kappa) and a law degree from Harvard University (LLB, 1967).
In addition to his judicial activities, Justice Jacobs serves as an Adjunct Professor of Law at the New York University School of Law, at the Widener University School of Law, and at the Columbia University School of Law. Justice Jacobs is a member of the American Law Institute, where he serves as an Advisor to its Restatement (Third) of Restitution. He is also a member of the Delaware and American Bar Associations (where he served on the Committee of Corporate Laws of the ABA Business Law Section) and is a Fellow of the American Bar Foundation, and is a member of the Rand Center for Corporate Ethics and Governance Advisory Board.
Justice Jacobs has participated in academic symposia and continuing legal education programs related to corporate and securities law sponsored by various law schools and continuing legal education organizations, and has guest lectured at several American and foreign law schools. Justice Jacobs has served as Distinguished Jurist Lecturer at the University of Pennsylvania Law School (March 2002); Regent's Lecturer in Residence at the UCLA School of Law (January 2005); Morrison & Foerster Lecturer at Stanford Law School (February 2008); Distinguished Visiting Jurist at the Harvard Law School Corporate Governance Program (2008) and William J. Brennan Lecturer at NYU School of Law (February 2009).
Justice Jacobs has also been an invited guest speaker in various conferences, including those sponsored by the Asian Corporate Governance Association (Hong Kong, October 2003); the Korea Development Institute (Seoul, Korea, November 2004); the OECD (Stockholm, Sweden, March 2006); the Ministry of Economic Affairs (Amsterdam, Netherlands, April 2006); the Australian Law Council (Sydney Australia, April 2008); and conferences in Israel cosponsored by Columbia Law School (2008) and the University of Pennsylvania Law School (2010). He also serves as a member of the Board of Advisors of the Columbia Law School Center on Corporate Governance, and of the Planning Committee of the University of Chicago Corporate Law Institute and the Tulane Corporate Law Institute. Justice Jacobs has also authored (and co-authored) numerous law review articles addressing various aspects of corporation law, mergers and acquisitions, and corporate governance.
Matthew A. Karlyn is senior counsel with Foley & Lardner LLP and is a member of the firm's Information Technology & Outsourcing Practice. Mr. Karlyn is also a member of the firm's Privacy, Security & Information Management Practice.
Mr. Karlyn has extensive experience with transactions relating to outsourcing and information technology, including IT outsourcing, technology licensing, business process outsourcing, systems integration, cloud computing and software development.
Mr. Karlyn advises companies and associations on all matters involving the use of information technology and outsourcing initiatives, including managing the RFP process and drafting critical components of the RFP, vendor selection, contract development and negotiation, setting service levels and other performance criteria, advising on drafting and negotiating project management and governance terms and conditions, and assisting in the management of the transaction process.
Mr. Karlyn has been named a judge for the CIO 100 Awards. Every year, the CIO 100 Awards honor 100 companies that demonstrate excellence and achievement in IT.
Mr. Karlyn also has extensive experience in privacy, security and information management matters and routinely advises clients on state, federal and international restrictions on the use of information, compliance with state security breach notification laws, and drafting and implementing privacy and security policies.
Mr. Karlyn is a graduate of Temple University (J.D., 1997), where he was a member of the Temple Political & Civil Rights Law Review, and Union College (B.A., cum laude, political science and East Asian Studies, 1994). Mr. Karlyn has studied extensively overseas, including in Osaka, Japan and Rome, Italy.
In 2004, Mr. Karlyn received his M.B.A. in economics and strategic management from The University of Chicago Graduate School of Business.
Mr. Karlyn is admitted to practice in both Massachusetts and Illinois.
Mr. Keys is Associate General Counsel, Ethics & Compliance, of Exelon Corporation. Mr. Keys is responsible for managing the corporation's ethics program, and provides strategic coordination and oversight to the company's compliance programs. He is directly responsible for implementing the privacy, records management, and subsidiary management functions.
Mr. Keys holds a Certified Information Protection Professional (CIPP) designation from the International Association of Privacy Professionals (IAPP). He also received certification in the Strategic Human Resource Management Program from the Harvard University School of Business Administration.
Mr. Keys is a member of the board of the DePaul University Institute for Business and Professional Ethics. He is also a founding member of the board of the Boys & Girls Club of the Naperville Area.
Mr. Keys previously served as Director - EEO Case Management and Employee Dispute Resolution, and Assistant General Counsel - Litigation, for Exelon Corporation. He was an associate with the law firm of Marshall, Dennehy, Warner, Coleman & Goggin in Philadelphia.
He received his JD, cum laude, from Temple University School of Law and his BA in Russian History from Princeton University.
Ms. Kuprionis is Vice President, Secretary, and Chief Ethics & Compliance Officer of the E.W. Scripps Company, a diverse, 130-year-old media enterprise with interests in television stations, newspapers, local news and information Web sites, and content syndication. In 1987 she became the first woman elected an officer of the company. Denise has held numerous leadership positions at Scripps and currently serves as an advisor to the Scripps board of directors, is the point person for company's risk management, ethics and compliance-related initiatives, supervises talent contract matters and counsels human resources managers on employee relations issues.
Denise earned a BS in management and organizational behavior from Northern Kentucky University and a Juris Doctorate degree from the Salmon P. Chase College of Law at NKU.
Mr. Lamm is assistant General Counsel & Assistant Secretary, Pfizer Inc.
From 2005 until he joined Pfizer in 2008, Mr. Lamm was Managing Director, Associate General Counsel and Corporate Secretary of FGIC Corporation and Financial Guaranty Insurance Company. He served as Senior Vice President - Corporate Governance and Secretary of CA, Inc. from 2002 to 2005. Previously, Mr. Lamm was a shareholder of Gunster, Yoakley & Stewart, P.A., in West Palm Beach, Florida, where he served as Chair of the Firm´s Securities and Corporate Governance Practice Group; Senior Vice President, General Counsel and Secretary of Hvide Marine Incorporated; and Vice President and Secretary of W. R. Grace & Co.
Mr. Lamm is an active member of the Society of Corporate Secretaries and Governance Professionals; he serves on the Society´s Securities Law Committee and its 2010 National Conference Committee and has served on its Corporate Practices and Finance Committees, as a director of the Society, and as Chair of its 2004 National Conference Committee. Mr. Lamm was the 2009 recipient of the Society´s Bracebridge H. Young Distinguished Service Award. He is also a member of the New York State Bar Association, The Florida Bar, the American Bar Association (including its Business Law Section and Committees on Corporate Governance and Federal Regulation of Securities), and the Association of Corporate Counsel (including its Corporate and Securities Law Committee). Mr. Lamm is a frequent speaker on securities law, corporate governance and related topics and a contributor to various legal and business publications. He currently serves on the Boards of Editors of Corporate Secretary and The Corporate Counselor.
Mr. Lamm received a Bachelor of Arts from Brandeis University and a Juris Doctor from the University of Pennsylvania School of Law.
Rick Lenny served as Chairman, President and Chief Executive of The Hershey Company from 2001 through 2007. Prior to this position he was President, Nabisco Biscuit Company from 1998-2001. Rick joined Nabisco in 1998 from the Pillsbury Company where he was President of Pillsbury, North America. Prior to this, he spent 18 years at Kraft Foods, Inc.
He is a graduate of Northwestern University's Kellogg School of Management with an MBA with honors, in marketing and finance, and holds a bachelor's degree in marketing, magna cum laude, from Georgia State University in Atlanta, GA.
Rick serves on the Board of Directors of McDonald's Corporation, Discover Financial Services, and ConAgra Foods, Inc. Rick also served on the Board of Directors of Sunoco, Inc. from 2002-2006. From 2005-2007, he was Chairman of the Board of the Grocery Manufacturers Association, and chaired its Executive Committee.
Rick is a member of the Board of Trustees of the Georgia State University Foundation; the Board of Advisors of the Robinson College of Business, Georgia State University; and the Dean's Advisory Board of Northwestern's Kellogg School of Management. He is a member of the Board of Trustees of the Museum of Science and Industry in Chicago, IL, and the Ravinia Festival in Highland Park, IL.
Lisa Beth Lentini is Senior Corporate Counsel of Richfield, Minnesota-based, Best Buy, Co., Inc. Her areas of focus at Best Buy include securities, corporate governance, corporate finance, legal entity management and corporate secretarial work. Prior to joining Best Buy, Ms. Lentini worked for the U.S. Securities and Exchange Commission (SEC) in Washington, DC, in the Divisions of Corporation Finance and Enforcement. She currently serves as Vice President and Membership Chair of the Twin Cities Chapter of the Society of Corporate Secretaries and Governance Professionals and as a member of the Society's Corporate Practices, Educational Programs, Policy Advisory and Securities Law Committees. Ms. Lentini holds a JD/MBA degree from Tulane University and a LLM degree with a concentration on securities and financial regulation from Georgetown University Law Center. She is a member of the bar in the District of Columbia, Minnesota, New Jersey and New York.
Mr. Lepore is Vice President and Chief Counsel, Corporate Governance, Prfizer Inc. He assumed the Chief Counsel role in December 2008. He heads the group responsible for working with institutional investors on a variety of governance issues to facilitate an open dialogue between the company and its shareholders. Mr. Lepore works closely with the CEO and Chairman, General Counsel and other Senior Leadership on SEC and NYSE matters, emerging trends and practices in corporate governance, board related issues, global corporate financings/capital raising, M&A, pension fund, and general corporate matters. In addition, a significant portion of Mr. Lepore's duties are spent working with the Board of Directors at, and in preparation for, Board meetings, as well as the meeting of several Board Committees. Mr. Lepore also has oversight of Shareholder Services, as well as all of Pfizer's Corporate Policies and Procedures. Mr. Lepore recently assumed responsibility for Pfizer's Record and Information Management function as well. Finally, as a member of the Legal Division's Executive Leadership Team and the Pfizer Legal Alliance (Pfizer's new outside counsel program) Steering Committee, he works broadly across the Division on various initiatives outside of the Governance Department.
Previously, Mr. Lepore was a Partner with DLA Piper US LLP in Washington, DC, where he focused on risk management and product liability, providing legal and strategic analysis of client practices to minimize risks of investigation, regulations and litigation, for a variety of large corporations, including Pfizer. He also has served as a Trial Attorney in the US Department of Justice, representing the Executive Branch of Government in a variety of constitutional challenges to executive decision-making. In addition to working with the Aspen Institute's Corporate Values Strategy Group, he is an Advisory Board Member for the RAND Center for Corporate Ethics and Governance.
Stuart R. Levine is Chairman and CEO of Stuart Levine & Associates LLC. Founded 1996, the company is nationally recognized for its work with many Fortune 500 companies, specializing in Proprietary Strategic Business Planning™ and implementation, organization transition management including governance and succession planning, senior executive consultation and training linked to strategic goals. Outcomes are ensured by linking board metrics throughout the organization. Industry expertise includes financial services, telecom, healthcare, professional services, and government.
He is author of The Six Fundamentals of Success: The Rules for Getting It Right for Yourself and Your Organization (Doubleday, 2004). The book reached #7 on the Wall Street Journal Business Best Seller List. It has been profiled on NBC's top rated morning show, The Today Show, as well as ABC's World News This Morning. He is co-author of Simon & Schuster's international bestseller, The Leader in You, published in 22 languages with over 1 million copies sold. His latest book, Cut to the Chase: and 99 Other Rules to Liberate Yourself and Gain Back the Gift of Time was released in January 2007.
He serves on the following boards: Broadridge Financial Solutions, Inc. (BR), Chairman of Governance and Nominating Committee, Lead Director for J. D'Addario & Company, Inc. and board member for North Shore - LIJ Health System, formerly serving as Vice Chairman, Chairman of the Quality and Ambulatory Committees as well as the Strategic Planning Committee, which was responsible for the growth of the healthcare system that now encompasses 15 hospitals and is ranked as one of the top 5 healthcare systems in US.
Mr. Levine served as Lead Director and Chairman of the Compensation, Nominating and Governance Committee for Gentiva Health Services, Inc. (GTIV) as well as Chairman of Dowling College and Board member for European American Bank (Audit Committee). At age 25, he was the youngest elected member of the New York State Assembly, working with Governor Nelson Rockefeller and his team to sponsor significant consumer and healthcare legislation.
Mr. Levine served as the first non-family CEO of Dale Carnegie & Associates, Inc. He was awarded the 1995 Entrepreneur of the Year Award in the category of Leadership by Ernst & Young and Inc. Magazine for turning the company around. He was responsible for reorganization of the global company in 73 countries, building a management team to energize culture, strengthening its brand name, and improving the profitability of its operations.
Mr. Levine attended CW Post College, BA, 1969 and MA, 1978. He received CW Post College's Distinguished Alumnus of the Year Award in 1995. He is an alumnus of the Harvard Business School Multi-National Marketing Program and the Strategic Marketing Management Program. He lives in Brookville and Bellport, New York, with his wife, Harriet, and has two children, Jesse and Elizabeth, who both attended the University of Michigan.
Chris Lofgren is president and chief executive officer at Schneider National Inc., a premier provider of transportation and logistics services.
He joined Schneider Logistics in 1994 as vice president of engineering and systems. He later served as chief information officer and chief operating officer before being named president and chief executive officer of Schneider National in 2002.
Lofgren currently serves on the Board of Directors of CA, Inc., on the Advisory Board of the School in Industrial and Systems Engineering, and the College of Engineering at The Georgia Institute of Technology, on the Executive Committee and the Board of Directors of the American Trucking Associations, Inc. (ATA) and on the Board of Directors of the American Transportation Research Institute, a research trust affiliated with the ATA. He previously served as a board member of the Green Bay Symphony Orchestra and the Green Bay, Wisconsin Boys & Girls Club.
Before joining Schneider National Inc., Lofgren held positions at Symantec Corporation, Motorola and CAPS Logistics. He holds a bachelor's degree and a master's degree in industrial and management engineering from Montana State University and a doctorate in industrial and systems engineering from The Georgia Institute of Technology. In October 2009, Lofgren was inducted into the National Academy of Engineering – one of the highest professional distinctions accorded to an engineer.
James B. Lootens is secretary and deputy general counsel of Eli Lilly and Company. He has practiced securities and corporate law and provided governance advice at Lilly since 1992. He was appointed assistant secretary in 1996 and secretary in December 2005.
A graduate of Indiana University (Bloomington) and Vanderbilt University School of Law, Lootens was admitted to the bar in 1981 and was an associate at Barnes and Thornburg in Indianapolis until joining Lilly in 1984. He served in various roles in Lilly's law department prior to 1992, including commercial and corporate, litigation, and human resources legal.
Lootens is a past member of the board of directors of the Society of Corporate Secretaries and Governance Professionals, and is a past president of the American Lung Association of Indiana.
Aeisha Mastagni is an Investment Officer III within the Corporate Governance Unit of the California State Teacher's Retirement System (CalSTRS). Aeisha is responsible for working with a dedicated governance team to further CalSTRS' mission to secure the financial future and sustain the trust of California's educators. Aeisha's main areas of focus are the corporate engagement program, working with regulatory authorities on market-wide issues, and monitoring managers in the activist manager portfolio.
Before joining CalSTRS, Aeisha worked in the Corporate Governance Unit of CalPERS for six years. Prior to CalPERS, she worked in the Operations Department of Salomon Smith Barney for two years before moving to Morgan Stanley as a Financial Advisor and Assistant Operations Manager. Aeisha has a Bachelor of Science degree in Economics from the California State University, Sacramento, and the Series 3, 7, 63, and 65 NASD securities industry licenses. She has also successfully completed level I of the CFA program.
Barbara Mathews is Vice President, Associate General Counsel, Chief Governance Officer and Corporate Secretary of Edison International (EIX) and Southern California Edison (SCE). She is responsible for corporate governance and securities law matters. She oversees the Corporate Governance, Finance, and the Base Rate and Grid Support areas of the SCE Law Department.
She joined the Law Department in 1996 as an assistant general counsel of EIX and SCE. Prior to that, she was a partner in the law firm of Arnold & Porter, where she served in the Los Angeles, Washington, DC, and Denver offices. She began her legal career as a law clerk for the Hon. Helen J. Frye, United States District Court Judge for the District of Oregon.
Mathews serves on the board of directors of the Society of Corporate Secretaries and Governance Professionals and as president for its LA chapter. She also serves on the board of directors of the National Organization of Parents of Blind Children and The American Red Cross of Greater Los Angeles.
Mathews received a BA in political science from the Colorado College and a JD from Catholic University Law School.
Ms. McBreen is a partner in the international law firm of Baker & McKenzie. She received her JD degree from Harvard Law School and her AM degree (cum laude with High Honors in English) from Smith College. She is a member of the Chicago and American Bar Associations. She advises on executive compensation agreements and employee benefit plans and is a Steering Committee Member of the North American Compensation and Employment Law Practice Group of her firm.
Ms. Mertens is a Legal Director and Assistant Corporate Secretary of Gap Inc. Ms. Mertens has been with Gap Inc. since 1993 and an Assistant Secretary since 2002. Prior to joining Gap Ms. Mertens worked at various law firms in San Francisco while attending the University of San Francisco and obtaining her B.S.She is currently the Secretary and Treasurer of the Northern California Chapter of Corporate Secretaries and Governance Professionals and a member of the Corporate Practices Committee.
Jeff Morgan is President and Chief Executive Officer of the National Investor Relations Institute (NIRI). Prior to joining NIRI, Mr. Morgan was Chief Operating Officer of the Futures Industry Associations (FIA) and Executive Vice President of the Institute for Financial Markets (IFM), an affiliate of the FIA. Prior to joining FIA, Mr. Morgan served as the number two staff officer of the National Association of Professional Insurance Agents (PIA).
A Pennsylvania native, Mr. Morgan holds a BS in Finance and Information Technology from Susquehanna University and a Masters Degree in Nonprofit Management. Mr. Morgan serves on the NYSE Individual Investor Advisory Committee. Mr. Morgan is a Certified Association Executive and a member and Fellow of the American Society of Association Executives.
Mr. Newton is head of the corporate section of Houston office of Baker & McKenzie, and currently serves as President of Houston Chapter of the Society of Corporate Secretaries and Governance Professionals. His practice emphasizes his expertise in public and private securities offerings and merger and acquisition transactions. Mr. Newton also assists his clients with their other general corporate needs, including Securities Exchange Act compliance, restructurings, and general corporate planning and representation. Mr. Newton has been recognized as a leading practitioner in his field by H Texas Magazine. In addition to his private law practice, Mr. Newton serves as a Commissioner on the Finance Commission of Texas, which oversees banks, savings and loan institutions, and consumer credit issues in the State of Texas.
Mr. O'Shaughnessy is Assistant General Counsel and Corporate Secretary of Quest Diagnostics Incorporated. Prior to Joining Quest Diagnostics in 2007, Mr. O'Shaughnessy was Assistant Secretary of Morgan Stanley. Mr. O'Shaughnessy has a JD Degree from the University of Virginia School of Law and a BA degree from Muhlenberg College. He is a member of the New Jersey State and American Bar Associations. He is currently the Secretary of the Society of Corporate Secretaries and Governance Professionals and is a former president of the Society's New York chapter.
George Paulin is Chairman and CEO of Frederic W. Cook & Co., Inc. He joined Cook & Co. in 1982 and became Chairman and CEO in 2000. In addition to leading the firm, he serves as the independent advisor to a number of major US companies spanning all industry sectors.
Mr. Paulin has a master's degree from the Institute of Labor and Industrial Relations at the University of Illinois, where he has been active in alumni affairs and received their Distinguished Alumni Award in 1990.
Scott N. Peters is Associate General Counsel, Corporate Governance and Assistant Secretary at Exelon Corporation. Scott has been with Exelon since 1997, previously working in the law department at Waste Management, Inc., and as an associate at Jenner & Block. Scott leads the governance and securities group in Exelon's Office of Corporate Governance, responsible for SEC compliance and disclosure, advising the board on corporate governance matters, and shareholder services. Scott received his JD from the University of Chicago Law School, and has an AM from the Graduate Library School of the university of Chicago and an AB from Dartmouth College. Scott is President of the Chicago Chapter of the Society of Corporate Secretaries and Governance Professionals and also serves on the Securities Law Committee.
Ms. Plubell is Founder and Managing Director of The Plubell Firm providing an East-West business bridge for firms focused on corporate governance when doing business internationally. Prior to establishing The Plubell firm, Ms. Plubell served as Vice President, Associate General Counsel and Corporate Secretary of Sallie Mae. She is a subject matter expert in entity structures to support governance and risk management in emerging markets and has a particular focus on East Asia and China. She also has expertise in legal, cross-border and compliance issues and has advised the Chinese Ministry of Information Industry, Chinese Ministry of Education and the Chairman of the Internet Corporation for Assigned Names and Numbers (ICANN) among others. Ms. Plubell has published articles in leading Chinese finance and academic publications on matters related to corporate governance, financial infrastructure and technical Internet policy. She is a recent past-Vice Chair of the ABA China Law Committee and has worked on financial compliance and coordinated multicultural, expert teams on international payment matters for the American Red Cross. Ms. Plubell is a Silver Quill member of the Society of Corporate Secretaries and Governance Professionals and a member of the Corporate Practices Committee. She received her J.D. and LLM in Tax from Georgetown University Law Center, her MBA in International Business from George Washington University and her B.A. from the State University of New York at Buffalo. Ms. Plubell speaks functional Mandarin Chinese and French and some German and Spanish.
Ms. Plubell sponsors research and has adopted two pandas at the China Research and Conservation Center for the Giant Panda in Wo Long, Szechuan, China.
Mr. Quaadman is the Executive Director for Reporting Policy and Investor Opportunity at the U.S. Chamber Center for Capital Markets Competitiveness. The Center was established to advocate legal and regulatory policies to advance the protection of investors, promote capital formation, and ensure U.S. leadership in the financial markets. Mr. Quaadman develops policies to implement a global corporate financial reporting system, to address minority shareholder abuse of the proxy system and promote the long-term interests of all investors.
Mr. Quaadman is a graduate of New York Law School and College of Staten Island.
Neila B. Radin is a Senior Vice President and Associate General Counsel of JPMorgan Chase & Co. with legal responsibility for mergers and acquisitions, private equity, chief investment office, corporate securities issuances and funding, and disclosure issues affecting the corporation. Ms. Radin had been previously associated with Simpson Thatcher & Bartlett and Reboul, MacMurray, Hewitt, Maynard, & Kristol (now combined with Ropes & Gray LLP). She is a graduate of New York University, B.A. (magna cum laude) and the Harvard Law School J.D. She is Chair of the Securities Law Committee of the Society of Corporate Secretaries and Governance Professionals.
Alan Rudnick is Program Chair for The Conference Board's Directors' Institute. He has extensive experience in the governance arena as a former general counsel and corporate secretary and through his consulting practice with Masters-Rudnick & Associates, LLC. Drawing on his legal training and board experience, he helps CEOs, directors, boards, and corporate staffs align board, CEOs, and senior management with the company's strategies and long-term objectives.
Alan also served as Counsel to The Conference Board's Commission on Public Trust and Private Enterprise, a blue-ribbon group of 12 business, finance, and government leaders convened by The Conference Board to focus on corporate governance, executive compensation, and audit and accounting issues following recent corporate scandals. He is a Senior Advisor at The Conference Board and chairs its corporate directors education programs.
Alan is an Adjunct Professor at the Marshall-Wythe School of Law at the College of William and Mary, where he teaches corporate governance. He has been a speaker and panelist about corporate governance issues at The Conference Board, the University of Delaware Center for Corporate Governance, and the Society of Corporate Secretaries and Governance Professionals.
He began his consulting practice following his retirement as Vice President-General Counsel and Corporate Secretary for the CSX Corporation, a major transportation company. During his 25 years at CSX and its predecessor companies, Alan held a variety of positions in the law and finance areas.
Prior to joining a CSX predecessor, he worked with the State of Ohio as an Assistant Attorney General and as Deputy Chief of the Ohio Consumer Protection Agency. He was also in private practice, concentrating on commercial and bankruptcy law. He is trained as a mediator, and he is admitted to the bars of Ohio, Maryland, and Virginia, is a member of the American Society of Corporate Secretaries, and the American, Ohio, Maryland, and Virginia State Bar Associations.
Alan received his BA degree from the University of Chicago and his JD degree from Case Western Reserve University, where he graduate Order of the Coif and was a member of the law review.
Gloria Santona is Executive Vice President, General Counsel and Corporate Secretary of McDonald's Corporation. Ms. Santona has worked in various capacities as an attorney at McDonald's since 1977. Ms. Santona has a JD degree from the University of Michigan School of Law and a BS degree from Michigan State University. She is a member of the Chicago and American Bar Associations. She is a member of the Board of Directors of Aon Corporation, serving on its Audit and Governance Committees and as Chairman of its Compliance Committee. In addition, Ms. Santona serves on the Board of the Constitutional Rights Foundation of Chicago, and as a trustee of Rush University Medical Center and the Chicago Symphony Orchestra.
Michelle Savage manages the education, marketing, communications, and outreach efforts of XBRL US. Ms. Savage joins XBRL from PR Newswire where she focused on developing services to help companies communicate their key messages and information to shareholders and potential investors. During her tenure at PR Newswire, Ms. Savage oversaw the introduction and sales of new services to corporate and agency investor relations executives. Within the XBRL US committee of the AICPA, Ms. Savage served as the vice chair of the Steering Committee as well as the Chair of the Adoption Working Group. Ms. Savage has been intimately involved in developing strategies for XBRL adoption in the US. Previously, she held positions as an equity analyst at Shearson Lehman Hutton and a marketing executive at Pepsi Cola. Ms. Savage is also on the Board of the New York chapter of the National Investor Relations Institute where she has served as the head of Programs, Sponsorship, and currently acts as Treasurer.
Mary L. Schapiro is the 29th Chairman of the U.S. Securities and Exchange Commission. Chairman Schapiro was appointed by President Barack Obama on January 20, 2009, unanimously confirmed by the U.S. Senate, and sworn in on January 27, 2009. She is the first woman to serve as the agency's permanent Chairman.
Since arriving at the SEC, Chairman Schapiro has sought to restore investor confidence and refocus the agency on its core mission of protecting investors. She has helped to streamline enforcement procedures, reduce unnecessary bureaucracy, revamp the system for handling tips and complaints, hire new skill sets, bolster training, and improve the risk-based approaches employed by agency staff. Additionally, she has overseen one of the most significant rulemaking agendas in the agency's history in an effort to ensure greater accountability, transparency, and disclosure. Finally, she has been actively engaged in efforts to transform the financial regulatory system.
Prior to becoming SEC Chairman, she was CEO of the Financial Industry Regulatory Authority (FINRA) - the largest non-governmental regulator for all securities firms doing business with the U.S. public. Chairman Schapiro joined the organization in 1996 as President of NASD Regulation, and was named Vice Chairman in 2002. In 2006, she was named NASD's Chairman and CEO. The following year, she led the organization's consolidation with NYSE Member Regulation to form FINRA.
Chairman Schapiro previously served as a Commissioner of the SEC from December 1988 to October 1994. She was appointed by President Ronald Reagan, reappointed by President George H.W. Bush in 1989, and named Acting Chairman by President Bill Clinton in 1993. She left the SEC when President Clinton appointed her Chairman of the Commodity Futures Trading Commission, where she served until 1996.
A 1977 graduate of Franklin and Marshall College in Lancaster, Pennsylvania, Chairman Schapiro earned a Juris Doctor degree (with honors) from George Washington University in 1980. Chairman Schapiro was named the Financial Women's Association Public Sector Woman of the Year in 2000. She received a Visionary Award from the National Council on Economic Education in 2008, honoring her as a "champion of economic empowerment."
Mr. Seethoff is Vice President and Deputy General Counsel, Corporate, at Microsoft Corporation where he is responsible for managing the corporate secretary function, providing legal support to the company's board of directors, overseeing the Company's corporate governance policies and practices, and supervising securities law compliance. He also manages a group of 64 professionals and staff providing legal support to the Company's Finance, Human Resources and Operations functions. As a member of the senior leadership team for the Legal and Corporate Affairs division, he participates in a range of department-wide initiatives including those related to its business operations and internal web portal. Before joining Microsoft, he was a partner in the Seattle office of Kilpatrick & Lockhart Preston Gats & Ellis LLP.
Mr. Seethoff is a member of the Washington and California bars and received his BS, Accounting degree from the University of Washington and JD degree from the University of California at Los Angeles School of Law. He serves on the Board of the Society of Corporate Secretaries and Governance Professionals and chairs its Policy Advisory Committee.
Steve Shapiro is Vice President, General Counsel and Corporate Secretary of Cole Taylor Bank, based in the Chicago area. In this capacity, Steve is responsible for all legal and corporate governance matters for this publicly traded $4.5 billion bank and its publicly traded holding company.
Prior to that, Steve was Vice President, General Counsel and Corporate Secretary of eLoyalty Corporation, a publicly traded consulting company focusing on customer call centers. At eLoyalty, he oversaw the preparation, negotiation and completion of dozens of IT contracts, supervised the privacy function and advised the Board of Directors and executive management on corporate governance, securities law, and human resource matters. Steve led two financings while at eLoyalty, served in its Branding Steering Committee and implemented numerous innovations and process improvements.
Before eLoyalty, Steve was Executive Vice President and Corporate Secretary of First Midwest Bancorp. Inc., the premier relationship-based banking franchise in the growing Chicagoland banking markets and one of the Chicago metropolitan area's largest independent bank holding companies. At First Midwest Bancorp, he oversaw the legal, corporate governance, securities disclosure, investor relations, executive compensation and corporate development functions.
Before joining First Midwest Bancorp, Steve served as Deputy General Counsel and Assistant Secretary of FMC Technologies, where he counseled its food processing and airport products divisions; supervised the Chicago Law Department; oversaw the human relations, benefits compliance and governmental relations legal functions; and acted as lead counsel on all corporate, securities, and merger and acquisition matters. Steve acted as lead counsel for FMC Technologies' initial public offering and its subsequent spin-off of FMC Technologies from FMC Corporation.
Steve's legal expertise is in corporate governance, financings, mergers and acquisitions and securities and banking law. He is a nationally recognized speaker on these and other topics, author of numerous articles and founder of several continuing legal education programs. He is a President of the Chicago Chapter of the Society of Corporate Secretaries and Governance Professionals and currently serves on its Advisory Committee.
Steve graduated cum laude from Columbia University in 1979 and from the University of Chicago Law School in 1984.
Mr. Smith is Vice President, Deputy General Counsel and Assistant Secretary of NiSource Inc. He joined NiSource in 2008 and provides leadership and advice on matters related to securities, finance, corporate transactions, corporate governance, compensation, benefits, tax, trademarks, compliance and other general corporate matters. Prior to joining NiSource, Bob served as Associate General Counsel at Progress Energy in Raleigh, North Carolina and as Senior Securities Counsel at Mirant Corporation in Atlanta, Georgia. Bob began his career at the law firm of Dykema Gossett, where he served in the corporate and finance practice group. He is a graduate of The Ohio State University's College of Law.
Bob is an active speaker on securities and governance matters and is currently on the national and Chicago chapter boards of the Society of Corporate Secretaries and Governance Professionals. In April 2010, he testified on the Society's behalf before a subcommittee of the House Financial Services Committee regarding the general governance provisions contained in the proposed financial services reform legislation.
Mr. Smul is Senior Vice President, Deputy General Counsel, and Secretary of The Estée Lauder Companies Inc. In addition to his responsibilities relating to the stockholders, the Board of Directors, the Audit Committee, the Compensation Committee, the Stock Plan Subcommittee and the Nominating and Board Affairs Committee, he is a member of numerous committees, including the Company's Executive Management Group, Fiduciary Investment Committee and the Organizational Alignment Steering Committee. He is Chairman of the Company's Disclosure Committee. He is also a member of the Senior Leadership Team in the Legal Department, where he leads the Corporate Group, which is responsible for, among other things, the legal matters related to acquisitions, divestitures, securities law compliance and other finance matters. Mr. Smul is the Finance Manager for the Legal Department where he leads the Department's budgeting, electronic invoicing and matter management efforts. He also works closely with the General Counsel on the Department's implementation of its long-term strategic plan.
Mr. Smul has been a member of the Society of Corporate Secretaries and Governance Professionals, Inc. since joining The Estée Lauder Companies Inc. after its initial public offering in 1995. He has been a member of New York Chapter's Advisory Committee since 2004 and the Fall Conference Committees from 2004 to 2009. From June 2005 through June 2009, he served one year each as the Chapter's Secretary, Treasurer, Vice President and Program Chair, and President. In 2008, he joined the Board of the Society and is currently a member of the Executive Steering Committee.
Prior to joining the Estée Lauder Companies, Mr. Smul was an Associate at Weil, Gotshal & Manges LLP.
He is a graduate of Stanford Law School and Vassar College.
Dr. Ralph Sorenson is Managing General Partner of the Sorenson Limited Partnership, an early stage venture capital firm. He is also President Emeritus of Babson College, Professor Emeritus and former Dean of the University of Colorado Business School, former professor at the Harvard Business School, and former Chairman and CEO of Barry Wright Corporation, a NYSE firm.
Dr. Sorenson currently serves on the board of Whole Foods Market, where he chairs the Nominating and Governance Committee and is immediate past chairman of the Compensation Committee. In addition, he has served on the boards of directors of 15 publicly traded companies including: EMC Corporation, Eaton Vance, Houghton Mifflin, Polaroid, Affiliated Publications, the Boston Globe, Springs Industries, Foxboro Corporation and Exabyte. He has served on the board of the Federal Reserve Bank of Boston and is Past Chairman of the Board of the Boston Museum of Science. He is currently a trustee of Colorado Nature Conservancy.
Kristina Veaco is a corporate securities lawyer and founder of Veaco Group, a corporate governance advisory firm. Kris and her team provide practical corporate governance services, including the Corporate Secretary function, to resource-constrained companies and their Boards. They also specialize in board evaluations and other governance projects. Kris is currently the Corporate Secretary for Tamalpais Bancorp, and provides legal and organizational support to the Board of Directors on an outsource basis. She was formerly Assistant General Counsel and Assistant Secretary responsible for the Corporate Secretary's Office for McKesson Corporation, a Fortune 50 company, for several years. During her tenure at McKesson, she was responsible for corporate governance and the relationship with the Board of Directors as well as SEC, NYSE, and SOX compliance, stock administration and corporate subsidiary matters. Kris was the President of the Northern California Chapter of the Society of Corporate Secretaries and Governance Professionals from 2008-2009, and is a member of the Advisory Board. She was a member of the Society's National Board of Directors from 2002 until July 2007. Kris is a frequent speaker and panelist at Society and other events, and she writes articles on corporate governance practices. Kris is also active in the Northern California Chapter of the National Association of Corporate Directors. She graduated Phi Beta Kappa from the University of California at Davis with highest honors, and from Hastings College of the Law.
Kenneth L. Wagner is Vice President, Assistant General Counsel, Assistant Secretary and Chief Compliance Officer of Peabody Energy Corporation, the world's largest private-sector coal company. He is responsible for managing Peabody's corporate governance, securities, ethics and compliance, and general corporate legal matters.
Mr. Wagner's legal career includes serving as in-house counsel for Bank of America, Goodrich Corporation and Bank One Corporation, as an attorney with the Washington, D.C. law firm of Arent Fox LLP and as special counsel in the Office of Chief Counsel of the SEC's Division of Corporation Finance.
Mr. Wagner is actively involved in the Society of Corporate Secretaries and Governance Professionals, the Association of Corporate Counsel and the National Association of Corporate Directors. He was a member of the Society's Board of Directors from 2005 to 2008 and currently serves as President of its St. Louis chapter and as a member of its Nominating and Governance Committee, Securities Law Committee and 2010 National Conference Committee. Mr. Wagner also serves on the Board of Trustees of the Academy of Science of St. Louis.
Mr. Wagner received his B.S. and J.D. degrees from the University of Kansas and his LL.M. degree from Georgetown University.
Ms. Ward was appointed Vice President & Corporate Secretary of Kraft Foods in October 2006. In this role, she provides legal counsel and guidance to the Board of Directors, senior management, and employees on matters of corporate governance, corporate securities, SEC reporting, and compliance.
Prior to joining Kraft Foods, Ms. Ward began her career at CIGNA Corporation in 1983, holding leadership positions within its Investment and Group Insurance Law departments. In 1986, she was named Assistant Corporate Secretary. From there, Ms. Ward was named Corporate Secretary in 1992 and continued to serve in this role for 14 years, when she was appointed Chief Compliance Officer from July 1996 to September 2006.
She continues to lend her expertise in law, governance, and related topics to a number of organizations. Ms. Ward is a member of the American Bar Association and its Committees on Corporate Laws and Corporate Governance; a member and past President of the Stockholder Relations Society of New York; and is a member and former Chairman of the Society of Corporate Secretaries and Governance Professionals. She also serves as a member of the Association of Corporate Counsel and the Advisory Board of the John L. Weinberg Center for Corporate Governance at the Lerner College of Business & Economics, University of Delaware.
Ms. Ward is member of the Connecticut, Georgia, Illinois (in-house) and Pennsylvania Bars. She earned her BA from Yale University and received a JD from Emory University School of Law.
Mr. Washington serves as Senior Vice President, Deputy General Counsel, and Corporate Secretary of Time Warner Inc. He is also an adjunct professor at Fordham Law School, where he teaches a class on Corporate Governance and is a member of the Dean's Planning Council. In a volunteer capacity, he is Chairman of the Society of Corporate Secretaries & Governance Professionals, and recently concluded his term as President of the New York Chapter of the Society. He also serves on the boards of other non-profit organizations, including the Legal Aid Society, and is currently a member of the NYSE Commission on Corporate Governance.
During his career, Mr. Washington has worked in banking; in local, state, and federal government; and both in private practice and as in-house counsel. He graduated from Yale College and Fordham Law School. He clerked at the US Court of Appeals for the District of Columbia and the US Supreme Court.
Mr. Wentz is Senior Associate General Counsel and Assistant Secretary of Darden Restaurants, Inc. where he focuses on general corporate and securities law. Headquartered in Orlando, FL, Darden is the world's largest full-service restaurant company and owns and operates nearly 1,800 restaurants under the brand names Red Lobster, Olive Garden, LongHorn Steakhouse, The Capital Grille, Bahama Breeze, and Seasons 52.
Mr. Wentz is a member of the Board of Directors of the Society of Corporate Secretaries and Governance Professionals and serves on the Advisory Committee of the Southeastern Chapter. He is a member of the bar in the states of Florida, Pennsylvania, and New York. Mr. Wentz received his BA from Cornell University, an MA in public policy analysis from the University of Pennsylvania, and a JD from the George Washington Law School.
Mr. White is a Professor in the McCormick School of Engineering and Applied Science at Northwestern University in Evanston, Illinois since January 1998. In 2004 he received Northwestern Alumni Association's Teaching Excellence Award. He was named McCormick teacher of the year in 2001.Associated Student Government named him to the faculty Honor Role in 2002 and 2008.
Prior to Northwestern he served as CEO and Chairman of the Board of Bell & Howell Company since 1990. Previously he had served as Chairman of Whitestar Graphics, Inc.
Before his association with Whitestar in 1989, Mr. White was Executive Vice President and a Director of USG Corporation.
He has been president of Masonite Corporation and prior to that spent seven years with the Mead Corporation in Dayton where his last role was Group Vice President of Consumer and Distribution. He started his career with Hart Marx Corporation.
His latest book "From Day One: CEO Advice to Launch an Extraordinary Career" was released in November 2005. He is a sought after speaker and frequent guest on TV and radio interview shows.
Mr. White is an Industrial Engineering graduate of Northwestern University and he received an MBA degree from Harvard University.
Mr. White is non-executive Chairman of the Board of Directors of Context Media Corporation, and has served on the boards of nine public companies and several start-ups including The Reader's Digest Assoc., Harris Bank, USG Corporation, Ivex Packaging Corporation and TJI Inc., ForestOne, Intermatic Corporation and NextPart.
He is a trustee of Northwestern University and serves on the boards of several non-profit organizations including, NorthShore University HealthSystem, The Field Museum and the National Association of Corporate Directors.
Winnetka, Illinois is Mr. White's home. He and his wife Jane have four children and thirteen grandchildren.
Gretchen A. Winter is the Executive Director of the Center for Professional Responsibility in Business and Society at the College of Business at the University of Illinois at Urbana-Champaign. Prior to joining the Center, she worked for 18 years at Baxter International Inc. in Deerfield, Illinois, where she served for more than a decade as Vice President and Counsel, Business Practices/Ethics and Compliance. Ms. Winter also has worked as an attorney with the firm of Seyfarth, Shaw, Fairweather and Geraldson in Chicago and as a legislative analyst with the State of Illinois. Ms. Winter received her J.D. from the University of Chicago and her bachelor's degree from the University of Illinois at Chicago. She is a frequent speaker for a variety of ethics, corporate social responsibility, and legal programs within and outside of the United States. Most recently, she has participated in or led educational programs for Georgetown University School of Law, the Ethics and Compliance Officers Association, the Society for Corporate Compliance and Ethics, and the Association for Practical and Professional Ethics.
Frank Zarb is a partner of the firm of Katten Muchin Rosenman LLP. He concentrates his practice on regulatory matters under the federal securities laws, as well as on corporate finance transactions. He counsels public and private companies, as well as broker-dealers and other financial intermediaries, on regulatory compliance matters that include public disclosure and preparation of periodic reports, compliance with the federal and stock exchange proxy requirements, other matters involving shareholder communications, and on related internal investigations. Mr. Zarb focuses as well on corporate governance matters, including new requirements that are anticipated under financial reform legislation.
In his transactional practice, Mr. Zarb advises on a variety of corporate transactions, including US and cross-border equity and debt finance transactions.
Mr. Zarb has served with the Securities and Exchange Commission, where he held senior positions as special counsel both in the Office of Chief Counsel and in the Office of International Corporate Finance. Prior to joining the Firm, Mr. Zarb was Deputy General Counsel/Chief Securities Counsel for Bristol Myers Squibb Co. in a new position required by the SEC. Prior to joining Bristol Myers, Mr. Zarb was a corporate partner with Morgan, Lewis & Bockius LLP.
Mr. Zarb received his Bachelor of Arts degree from Brown University and his Juris Doctor from the University of Michigan Law School, before clerking with Judge Royce C. Lamberth of the US District Court for the District of Columbia, and Judge Spottswood W. Robinson III, of the US Court of Appeals for the DC Circuit.
Ms. Zepke is Executive Vice President & Corporate Secretary of Pacific Capital Bancorp, an independent bank headquartered in Santa Barbara, CA, with 48 branches. Prior to 2000, she was Manager of SEC Reports with Hercules, Inc., a global manufacturer of chemical specialty products based in Wilmington, Delaware.
Ms. Zepke is a member of the Board of Directors of the Society of Corporate Secretaries and Governance Professionals, Co-Chair of the Small & Mid-Cap Companies Committee, a member of the Corporate Practices and Policy Advisory Committees, and a member of the National Association of Stock Plan Professionals. She is a frequent speaker at Society events and is an advisory member and past president of the Society's Los Angeles Chapter, former co-chair of several Regional Conferences and she served on the 2005 National Conference Committee.
Ms. Zepke received her BS degree from Wilmington University, summa cum laude, paralegal certificate from the University of Delaware, and AA degree from the Katharine Gibbs School.
Ms. Zyskowski is Corporate & Securities Counsel at General Electric Company where her practice focuses on corporate governance and securities law. Prior to joining GE in 2009, Ms. Zyskowski was Corporate & Securities Counsel and Assistant Secretary for Pitney Bowes Inc. Ms. Zyskowski received her JD from Columbia University of Law and an AB degree from Harvard University. She is admitted to practice in New York and Connecticut and is a member of the Securities Law and Corporate Practice Committees of the Society of Corporate Secretaries and Governance Professionals.