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Schedule - San Francisco
47th Annual Corporate Counsel Institute - Chicago Session
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All sessions will take place at the InterContinental Mark Hopkins, 1 Knob Hill, San Francisco.
Thursday, December 4
8 a.m.
Registration, Continental Breakfast
8:45–9 a.m.
Welcome and Overview
David E. Van Zandt, Dean and Professor of Law, Northwestern University School of Law, Chicago
9–10 a.m.
Legal Issues in the Current Credit Environment
- Managing existing credit facilities
- Cash management considerations
- Tighter terms for new credit facilities
- Financing and related conditionality in M&A transactions
Panelists
Francisco Penati, Kirkland & Ellis LLP, San Francisco
Additional panelists to be announced
10–10:15 a.m.
Break
10:15–11:15 a.m.
Forseeing the Risks of Doing Business in Non-U.S. Jurisdictions
- Risk management and compliance
- Foreign Corrupt Practices Act
- Office of Foreign Assets Congrol (OFAC)
- Technology export control laws
Panelists
John F. McKenzie, Baker & McKenzie LLP, San Francisco
Mark Michael, Senior Executive Advisor, Control Risks and former General Counsel, 3Com Corporation, San Francisco
Robert W. Tarun, Baker & McKenzie LLP, San Francisco and Chicago
11:15–11:30 a.m.
Break
11:30 a.m.–12:30 p.m.
Data Protection and Privacy
- Customer concerns including PCI compliance
- Implementing an effective privacy protection program
- Hot topics in security breaches
- Privacy laws of other countries and safe-harbor provisions
Panelists
Chad A. Fentress, Associate General Counsel, Compliance & Regulatory Matters, Accenture LLP, San Francisco
Jim Halpert, DLA Piper US LLP, Washington, D.C.
Robert T. Wentland, Managing Director, Huron Consulting Group, Chicago
12:30–1:15 p.m.
Lunch (provided)
1:15–1:45 p.m.
Current Developments: Employment Law and Labor Relations
Presenter
Joan B. Tucker Fife, Winston & Strawn LLP, San Francisco
1:45–2:45 p.m.
Current Developments: Coporate Social Responsbility and Sustainability
- Corporate impact on employees, the community and the natural environment
- Adopting strategic and operational CR policies
- Analyis of fiduciary duties in adoption of CR and Sustainability Programs
- Regulatory framework for sustainability (particularly carbon emissions)
- Disclosure Obligations
Panelists
Susan Mac Cormac, Morrison & Foerster LLP, San Francisco
Michael Wara, Lecturer in Law and Stanford Law School Fellow, Stanford Law School, Palo Alto, California
Additional panelists to be announced
2:45–3 p.m.
Break
3–4 p.m.
Current Developments: White Collar Crime
- Protecting the corporation
- The sentencing guidelines
- Attorney-client privilege and defendant rights issues
- Deferred prosecution agreements and monitors
- Related SEC enforcement actions
- Criminal actions against general counsel
4–5 p.m.
Ethical Dilemmas for Corporate Counsel
Moderator
John C. Coffee Jr., Adolph A. Berle Professor of Law, Columbia University School of Law, New York City
Panelists
Harvey Anderson, Vice President and General Counsel, Mozilla Corporation, Mountain View, California
Laureen E. Seeger, Executive Vice President, General Counsel and Secretary, McKesson Corporation, San Francisco
5 p.m.
Reception
Friday, December 5
8–9 a.m.
Optional Breakfast Roundtable Discussions–Sponsored Event
Litigation Management
Moderator
Neil R. Marder, Winston & Strawn LLP, Los Angeles
Managing Outside Counsel Performance
Moderator
Eric Elfman, President and CEO, DataCert, Inc., Houston
9:00–9:30 a.m.
KEYNOTE PRESENTATION
Marc Fagel, Regional Director, San Francisco Regional Office, U.S. Securities and Exchange Commission, San Francisco
9:30–10 a.m.
Moderated Q&A with Director Fagel
Moderator
David E. Van Zandt, Dean and Professor of Law, Northwestern University School of Law, Chicago10–10:15 a.m.
Break
10:15–11:15 a.m.
SEC Developments Affecting Corporations
- Disclosure developments
- Commission enforcement policies regarding corporations
- Insider trading, including Rule 10b5-1 plans
- Executive compensation
- Electronic communications
11:15 a.m.–12:15 p.m.
Advising Management and the Board Regarding Corporate Governance
- Shareholder activism
- Shareholder proposals, including "Say on Pay"
- Corporate governance ratings
- Responding to hedge fund pressures
- Use of electronic proxies
Presenter
Martin P. Dunn, O'Melveny & Myers LLP, Washington, D.C.
12:15 p.m.
Program Concludes
