New Feature: Search Alerts are available now. Learn more.
Skip to main content

Corporate Governance - A Master Class 2012


Speaker(s): Alan L. Beller, Ann L. Yerger, Carmen J. Lawrence, Christopher Garcia, David A. Katz, Debra J. Perry, Faiza J. Saeed, George S. Canellos, John Mark Zeberkiewicz, Kayla J. Gillan, Lawrence A. Hamermesh, Lewis H. Ferguson, Linda Chatman Thomsen, Michael R. Young, Nancy L. Salisbury, Paul Cappuccio, Richard H. Walker, Robert S Khuzami
Recorded on: Feb. 15, 2012
PLI Program #: 34907

Debra Perry is a senior financial services professional with broad executive and board level experience in credit analysis, risk oversight and financial institution governance. Ms. Perry has served on the boards of three public companies and as a trustee and advisory board member in the public policy and higher education arenas. Over her business career, she was a senior executive at Moody's, the bond-rating agency, and held fixed income research and capital market positions in New York, Paris and London with First Boston and Chemical Bank.

While at Moody's, Ms. Perry managed several ratings divisions, served as Chief Administrative Officer (CAO) and had primary responsibility for executing the spin-off of Moody's from the Dun & Bradstreet Corporation and in building the public company infrastructure. In her line management roles, she managed an unusually wide range of rating groups covering financial institutions, industrial companies, and US municipal issuers. Following the defaults of Enron and WorldCom, she led the recalibration of $3 trillion of corporate debt ratings and introduced numerous enhancements to Moody's fundamental analysis, including a focus on the quality of issuers' corporate governance and public financial reporting. She also served as Chief Credit Officer and established the Credit Policy function to coordinate rating standards and default research.

In 2004, Ms. Perry retired from Moody's to enter the field of corporate directorship with a primary focus on the financial sector, restructuring and business services.  She served on the board of MBIA, the largest financial guaranty insurance company from 2004 until 2008. Following the early impact of the financial crisis on the company and its recapitalization, she was asked by the board to serve as a consultant to its Credit Risk Committee to refine and implement the company's risk strategy as part of its five-year transformation plan.

From 2004-2011, Ms. Perry served on the board of Conseco, Inc., now CNO Financial Group, a life and health insurer that had recently emerged from bankruptcy with a new management team and new board selected to rebuild the company. During her tenure, the board oversaw the restructuring and recapitalization of the company. She chaired the Human Resources & Compensation Committee of the board.

Ms. Perry currently serves on the board of Korn/Ferry International, a premier executive search and talent management solutions firm where she chairs the Audit Committee. In 2011, she joined the board of trustees of the BofA Funds Series Trust, a money fund complex where she chairs the Governance Committee, and the board of the Sanford C. Bernstein Fund, Inc.
In addition to her work as a board member, Ms. Perry serves on the Executive Committee of the Committee for Economic Development (CED), the non-partisan business-led public policy organization dedicated to research on major social and economic issues. She also serves on the Dean's Advisory Board of the Wisconsin School of Business at the University of Wisconsin-Madison. She is a member of the Economic Club of New York, the National Association of Corporate Directors, the International Corporate Governance Network and Women Corporate Directors. Ms. Perry holds a BA from the University of Wisconsin-Madison and a graduate degree from Yale University.


Paul T. Cappuccio is Executive Vice President and General Counsel of Time Warner Inc.

Mr. Cappuccio is the chief legal officer at Time Warner. In that capacity, he oversees the worldwide management of Time Warner's legal functions, collaborating with all of its operating businesses. Previously, from August 1999 until January 2001, Mr. Cappuccio was Senior Vice President and General Counsel at America Online.

Before joining AOL, Mr. Cappuccio was a partner at the Washington, D.C., office of Kirkland & Ellis, one of the world's premier litigation and transactional law firms, where he specialized in telecommunications law, appellate litigation and negotiation with government agencies. From 1991-1993, Mr. Cappuccio was Associate Deputy Attorney General at the United States Department of Justice, where he advised Attorney General William P. Barr on matters relating to judicial selection, civil litigation, antitrust and civil rights.

Prior to his service at the Justice Department, Mr. Cappuccio served as a law clerk at the Supreme Court of the United States, first for Justice Antonin Scalia (1987-1988) and later for Justice Anthony M. Kennedy (1988-1989). He also served as a law clerk to Judge Alex Kozinski of the United States Court of Appeals for the Ninth Circuit in Pasadena, California from 1986-1987.

Mr. Cappuccio is a 1986 graduate of Harvard Law School and a 1983 graduate of Georgetown University.


John Mark Zeberkiewicz focuses his practice on the General Corporation Law of the State of Delaware, advising corporations, directors, officers, board committees, and stockholders in connection with mergers and acquisitions, divestitures, recapitalizations, strategic planning, major equity investments, and corporate governance issues, including the adoption of rights agreements and other measures.  He also has particular expertise in Delaware law regarding nonstock corporations, having served on the drafting subcommittee responsible for the 2010 nonstock amendments to Delaware's General Corporation Law.

He is a contributing author of The Delaware Law of Corporations & Business Organizations, and he has published numerous articles in the field of corporate governance and mergers and acquisitions. Mr. Zeberkiewicz's articles have appeared in, among other publications, The Business Lawyer, Delaware Journal of Corporate Law, INSIGHTS, Corporate Governance Advisor, The M&A Lawyer, and The Review of Securities and Commodities Regulation.  He has given several presentations on recent developments in Delaware corporate law and practice.

Mr. Zeberkiewicz received a J.D., cum laude, from the University of Pennsylvania Law School and a B.A., magna cum laude, from the University of Delaware.


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.
 


Lewis H. Ferguson was appointed by the Securities and Exchange Commission to be a member of the Public Company Accounting Oversight Board in January 2011. From 2004 to 2007, Mr. Ferguson served as the first General Counsel of the PCAOB.

Before joining the PCAOB as a Board Member, Mr. Ferguson was a partner in the law firm of Gibson Dunn & Crutcher LLP, where he focused on securities regulation, disclosure issues and corporate governance matters. Earlier from 1979 to 1994 and from 1998 to 2004, he was a partner at the law firm of Williams & Connolly LLP, specializing in corporate transactions, securities enforcement matters and representation of audit committees and boards of directors. From 1994 to 1998, he was Senior Vice President, General Counsel and Director of Wright Medical Technology. Mr. Ferguson also has been a Director at several public and private companies, primarily in the medical device and technology areas. He was an Adjunct Professor of Law at the Georgetown University Law School.

Mr. Ferguson received his B.A. cum laude in Politics and Economics from Yale College. He earned a B.A. and M.A. from Cambridge University, and a J.D. from Harvard Law School, where he was a member of the Harvard Law Review. Mr. Ferguson clerked for the Hon. Frank J. Murray, U.S. District Judge for the District of Massachusetts.


Alan L. Beller is a preeminent legal advisor and recognized thought leader regarding securities law, capital markets and corporate governance.  He is a Senior Counsel at Cleary Gottlieb Steen & Hamilton LLP.

Alan currently serves in leadership oversight roles for organizations dedicated to long-term quality and stability of capital markets and the best interests of investors and issuers.

Alan is a member of the Board of Directors and the Audit and Risk Committees of The Travelers Companies, Inc., a Dow Jones company.

He is also a:

—Trustee of the IFRS Foundation, which is responsible for governance and oversight of the International Accounting Standards Board and International Financial Reporting Standards, the global system of accounting standards used in more than 130 countries.

—Member of the Sustainability Accounting Standards Board, which is developing industry-specific sustainability accounting standards that enable public companies to communicate financial material and decision-useful information to investors.

Alan was the Director of the Division of Corporation Finance of the U.S. Securities and Exchange Commission and a Senior Counselor to the Commission from January 2002 until February 2006. During his four-year tenure, he led the Division in producing the most far- reaching corporate governance, financial disclosure and securities offering reforms in SEC history. Among his accomplishments were the implementation of the corporate provisions of the Sarbanes-Oxley Act of 2002, the adoption of the first general corporate governance standards for listed companies and the successful completion of comprehensive securities offering reforms.

During his more than 30 years of experience in private practice with Cleary Gottlieb, Alan has represented market-leading US and non-US companies, independent directors and audit committees in complex transactions, including privatizations, demutualizations and other initial public offerings, and corporate governance, securities, corporate, and accounting and auditing matters. He has lectured and written extensively on these and other topics.


Ann Yerger is an advisor to Spencer Stuart’s North American Board Practice, a member of Grant Thornton’s Audit Quality Council and a director of Bed Bath & Beyond and Hershey Entertainment and Resorts.

Her deep background in corporate governance includes 18 months service as executive director of EY’s Center for Board Matters and 20 years at the Council of Institutional Investors in Washington, DC, including a 10-year leadership role as CII’s executive director. Prior to joining CII, Ann was deputy director of the Investor Responsibility Research Center’s corporate governance service, and her previous experience includes corporate banking at Wachovia.

Ann was a member of the Investor Advisory Group of the Public Company Accounting Oversight Board and the Investor Advisory Committee of the US Securities and Exchange Commission. She also served on the Nasdaq Listing and Hearing Review Council, the CFA Institute Advisory Council, the Advisory Board of the Weinberg Center for Corporate Governance, and the US Treasury Department’s Advisory Committee on the Auditing Profession.

She is a CFA charter holder.


Carmen Lawrence is a partner in King & Spalding’s Special Matters and Government Investigations practice group.

Ms. Lawrence's practice focuses on representing parties in investigations and litigations conducted primarily by the US Securities and Exchange Commission, US Commodity Futures Trading Commission, US Department of Justice, self-regulatory organizations and state securities regulators, conducting internal investigations, providing crisis management advice to public and private companies and counseling public companies and regulated entities (broker-dealers and investment advisers) on their obligations under the federal securities laws.

From 1996 until June 2000, Ms. Lawrence was the Regional Director for the SEC's Northeast Regional Office (covering 14 states and the District of Columbia), where she oversaw all enforcement and regulatory operations in the SEC's largest region.  Some of the SEC's most significant cases were brought by the Northeast Regional Office under Ms. Lawrence's leadership.

Before her appointment as regional director, from 1990 through 1995, Ms. Lawrence served as Senior Associate Regional Director, heading up the Northeast Regional Office's Enforcement Division.  From 1981 to 1989, she served in various staff and senior positions in the Enforcement Division.

Ms. Lawrence received numerous awards during her tenure at the SEC, including the Equal Employment Opportunity Award in 1998; the Presidential Distinguished Executive Award in 1995; the Stanley Sporkin Award in 1993; and the Irving M. Pollack Award, presented to an enforcement lawyer exhibiting leadership, integrity and intellect, in 1990. 

Ms. Lawrence is consistently recognized by Chambers USA: America's Leading Lawyers for Business as a leading individual for Securities Regulation and for Litigation: White-Collar Crime & Government Investigations.  She is consistently recognized by Legal 500 in Litigation: White-Collar Criminal Defense, and is additionally recognized in Financial Services: Litigation.  She is also consistently recognized by Benchmark: Litigation as a New York Litigation Star. She was named to Securities Docket’s inaugural “Enforcement 40” list of top SEC enforcement lawyers in 2013.

Ms. Lawrence has spoken extensively and participates in numerous continuing legal education programs for federal securities law matters.


Christopher L. Garcia is Co-Head of Weil’s global White Collar Defense, Regulatory and Investigations practice, where he focuses on defending companies and individuals in connection with regulatory and criminal investigations, conducting internal investigations, and litigating securities class actions in state and federal courts across the U.S. He also counsels boards of directors, executives, broker-dealers, and investment advisers on securities and corporate governance issues, and regulatory compliance, among other things. Mr. Garcia is also a member of the Firm’s Cybersecurity, Data Privacy & Information Management group.

Prior to joining Weil, Mr. Garcia was Chief of the Securities and Commodities Fraud Task Force in the US Attorney’s Office for the Southern District of New York. In this role, he led a unit of more than 35 prosecutors, law enforcement agents, and staff in all aspects of securities fraud investigations, trials, appeals, and other litigations. During his tenure, he supervised the investigation and prosecution of more than 300 cases, including matters arising out of the 2008 financial crisis and in areas of corporate fraud, consumer fraud, insider trading, fraudulent investment schemes, and the Foreign Corrupt Practices Act (FCPA). 

Mr. Garcia has obtained a number of awards from legal and business publications. The National Law Journal named him a White Collar, Regulatory & Compliance “Trailblazer” in 2018. He is also recognized as a “recommended” lawyer nationwide in the White Collar area by Legal 500, and is ranked as a Leading Lawyer for White Collar Crime & Government Investigations in New York by Chambers USA.

Mr. Garcia is a fixture in the academic and legal community. He is a regular speaker and writer on securities litigation, enforcement, and white collar topics, including cybersecurity, social media communications and related SEC disclosure issues, the FCPA and anti-corruption enforcement, and insider trading. He also has been featured in BloombergForbes, and Reuters, among other publications.

Mr. Garcia received his law degree from Harvard Law School, where he served as Senior Editor of the Journal of Law and Public Policy and as President of the Board of Student Advisers. He also received his A.B., magna cum laude, from Harvard College.

 


David A. Katz is a partner at Wachtell, Lipton, Rosen & Katz in New York City, an adjunct professor at New York University School of Law, and co-chair of the Board of Advisors of the NYU Law Institute for Corporate Governance and Finance.  Previously, he was an adjunct professor at Vanderbilt University Law School and at the Owen Graduate School of Management.  Mr. Katz is a corporate attorney focusing on mergers and acquisitions, corporate governance, shareholder activism and complex securities transactions, has been involved in many major domestic and international merger, acquisition and buyout transactions, strategic defense assignments and proxy contests, and has been involved in a number of complex public and private offerings and corporate restructurings.  He frequently counsels boards of directors and board committees on corporate governance matters and crisis management.

Mr. Katz taught Mergers and Acquisitions at New York University School of Law for over 15 years and previously co-taught a joint law and business short course on mergers and acquisitions at Vanderbilt University Law School with Delaware Chief Justice Leo Strine.  He is co-chair of the Tulane Corporate Law Institute.

In 2004, he was chosen by The American Lawyer as one of the 45 highest performing members of the private bar under the age of 45; in 2005, 2012 and 2015, he was selected by The American Lawyer as a Dealmaker of the Year; in 2016, he was named by NACD Directorship as one of the 100 most influential players in corporate governance for the seventh time; in 2013 he was named Lawyer of the Year by Global M&A Network; in 2014 and each of the five prior years he was named Who’s Who Legal’s Mergers and Acquisitions Lawyer of the Year, in 2014 was also named Who’s Who Legal’s Corporate Governance Lawyer of the Year and in 2015 and 2016 was named Who’s Who Legal’s Corporate Governance and M&A Lawyer of the Year; and in 2015 he was elected by The American College of Governance Counsel as an Inaugural Class Fellow.

Mr. Katz is a member of the American Bar Association, Section on Business Law, where he founded the Committee on Mergers and Acquisitions Task Force on the Dictionary of M&A Terms and a member of the Committee on Mergers and Acquisitions Subcommittee for Acquisitions of Public Companies.  Mr. Katz is also a member of the Federal Securities Laws Committee, the New York State Bar Association and the Association of the Bar of the City of New York.  Mr. Katz is a member of the Society for Corporate Governance and the National Association of Corporate Directors.  Mr. Katz serves as a member of the Board of Trustees at New York University and at New York University School of Law.  He sits on the Board of Directors of The Partnership for Drug-Free Kids and is a member of the Advisory Board at the John L. Weinberg Center for Corporate Governance at the University of Delaware. He writes a bi-monthly column on corporate governance for the New York Law Journal with his colleague Laura McIntosh.

Mr. Katz is a graduate of Brandeis University and New York University School of Law.


Faiza J. Saeed is Cravath’s Presiding Partner.  She advises public companies, boards of directors and special committees in connection with M&A, corporate governance and crisis management, including consensual and hostile transactions, leveraged buyouts, strategic investments, takeover defense, proxy contests and hedge fund activism. 

Ms. Saeed was designated a Young Global Leader by the World Economic Forum (Davos) in 2006.  In 2007, The New York Times named her one of “Wall Street’s 100 Masters of the New Universe”.  She has been recognized as a “Dealmaker of the Year” three times by The American Lawyer magazine, in 2000, 2005 and 2011, and also named to its list of “45 Under 45” in 2003.  She is a recipient of the Outstanding Contribution to the Legal Profession Award from Chambers and Partners (2010).  In 2017, Crain’s New York Business named her one of the “50 Most Powerful Women in New York” and The Hollywood Reporter named her one of the “Top 100 Power Lawyers” in Hollywood.

Ms. Saeed has extensive deal experience across many industry sectors.  Notable recent matters include advising:

Time Warner in numerous matters, including its pending $109 billion acquisition by AT&T, its investment in Hulu, the unsolicited proposal from 21st Century Fox (which was withdrawn), its defense against Carl Icahn, its divestiture of Time Warner Telecom and its merger with AOL; Precision Castparts in its $37 billion acquisition by Berkshire Hathaway; The Strategic Review Committee of the Yahoo board in the $4.8 billion acquisition of Yahoo’s operating business by Verizon; InterMune in its $8.9 billion acquisition by Roche; and DreamWorks Animation in its $4.1 billion acquisition by Comcast, its acquisition of Classic Media, the formation of Oriental DreamWorks with China Media Capital and Shanghai Media, and its spin-off IPO from DreamWorks.

Ms. Saeed received a B.A. in Economics and Molecular Biology with Highest Distinction from the University of California at Berkeley in 1987 and a J.D. magna cum laude from Harvard Law School in 1991.  She joined Cravath in 1991 and was elected a partner in 1998.


Ms. Thomsen, who was the first woman to serve as the Director of the Division of Enforcement at the Securities and Exchange Commission, is a litigator practicing in Davis Polk’s Washington DC office. Her practice concentrates in matters related to the enforcement of the federal securities laws. She has represented clients in SEC enforcement investigations and inquiries, in enforcement matters before other agencies, including the Department of Justice (various U.S. Attorneys Offices) and the Commodities Futures Trading Commission, in investigations and inquiries from self-regulatory agencies, including FINRA, and in internal investigations. These matters, which are typically non-public, have covered a broad range of securities related subject matters, including insider trading, foreign corrupt practices, financial reporting, manipulation and regulatory compliance. Her clients have included major financial institutions, regulated entities, public companies and senior executives.

Ms. Thomsen returned to Davis Polk in 2009 after 14 years of public service at the SEC. While there she held a variety of positions and ultimately served as the Director of Enforcement from 2005 through February 2009. During her tenure as the Director of Enforcement, she led the Enron investigation, the auction rate securities settlements, the stock options back dating cases and the expansion of the enforcement of the Foreign Corrupt Practice Act.

She is a graduate of Smith College (A.B. ’76, Government (High Honors)) and Harvard Law School (J.D. ’79).


Nancy L. Salisbury has served as a partner in Ernst & Young’s National Professional Practice Group since July 2007. In her role, Nancy serves as the lead of the firm’s revenue recognition team. In this role, Nancy spends a significant amount of her time dealing with difficult technical revenue recognition issues related to complex transactions and following the current developments within the revenue recognition area. 

Prior to joining Ernst & Young's National Professional Practice, Nancy was a Senior Associate Chief Accountant in the Office of the Chief Accountant of the U.S. Securities and Exchange Commission, focusing primarily on audit and PCAOB-related matters.  Prior to joining the SEC, Nancy spent nine years with Ernst & Young, including two years in the firm’s Mid-Atlantic Area Professional Practice Group.  During her career, Nancy has served clients in a variety of industries, focusing primarily on high tech and manufacturing companies.

Nancy is a member of the American Institute of Certified Public Accountants and a licensed certified public accountant in New York, Maryland, and Washington, DC.  Nancy earned a Bachelors of Science in Accounting from the State University of New York at Oswego and an MBA from the University of Baltimore.


Professor Hamermesh is a graduate of Haverford College (1973) and Yale Law School (1976). He practiced law with Morris, Nichols, Arsht & Tunnell, in Wilmington, Delaware from 1976 to 1994.

Prof. Hamermesh is a member and former chair of the Council of the Corporation Law Section of the Delaware State Bar Association (responsible for the annual review and modernization of the Delaware General Corporation Law). From January 2010 to June 2011, he served as senior special counsel in the Office of Chief Counsel of the Division of Corporation Finance of the U.S. Securities and Exchange Commission in Washington, D.C. (advising the Staff of the Commission on matters of state corporate law).

Prof. Hamermesh is the Reporter for the Corporate Laws Committee of the American Bar Association Business Law Section (responsible for the drafting and revision of the Model Business Corporation Act), and from 2001 to 2007 was an elected member of the Committee.  In 2002 and 2003 he also served as Reporter for the American Bar Association’s Task Force on Corporate Responsibility.

Recent publications include: Finding the Right Balance in Appraisal Litigation: Deal Price, Deal Process, and Synergies, 73 Bus. Law. 961 (Fall 2018) (with Michael Wachter); The Importance of Being Dismissive: The Efficiency Role of Pleading Stage Evaluation of Shareholder Litigation, 42 J. Corp. L. 597 (2017) (with Michael Wachter); A Most Adequate Response to Excessive Shareholder Litigation, 45 Hofstra L. Rev. 147 (2016); Director Nominations, 39 Del. J. Corp. L. 117 (2014); and Loyalty’s Core Demand: The Defining Role of Good Faith in Corporation Law, 98 Geo. L. J. 629 (2010) (with Leo E. Strine, Jr., R. Franklin Balotti, and Jeffrey M. Gorris).


Richard H. Walker is a member of King & Spalding, specializing in crisis management, cross-border government investigations and complex financial litigation, litigation assessment, corporate governance and compliance issues.

Mr. Walker retired from Deutsche Bank in 2016 after over 14 years, during which time he served in the roles of Vice Chairman, General Counsel and a member of the Group Executive Committee at different times.

Prior to joining Deutsche Bank, Mr. Walker served as the Director of the Division of Enforcement of the United States Securities and Exchange Commission from April 1998 to September 2001. For over two years prior to his appointment to that position, Mr. Walker served as the Commission’s General Counsel. He is the only person in the agency’s history to have served in both of these senior roles. Prior to his appointment as General Counsel, Mr. Walker was the Regional Director of the Commission’s Northeast Regional Office from 1991 through 1995.

Mr. Walker was awarded the Presidential Rank Distinguished Service Award in 1997 -- the highest federal award for government service. He also received the Commission’s Distinguished Service Award in 2000 and the Chairman’s Award for Excellence under both Chairman Levitt in 2000 and Chairman Breeden in 1992. In 1997, he was awarded the Commission’s Law and Policy Award in recognition of his participation in the government’s victory in U.S. v. O’Hagan, in which the United States Supreme Court upheld the misappropriation theory of insider trading.

Prior to joining the Commission, Mr. Walker spent 15 years in the New York office of Cadwalader, Wickersham & Taft, where he was a litigation partner specializing in corporate, securities, and commercial litigation. From 1975 to 1976, Mr. Walker served as law clerk to the Honorable Collins J. Seitz, former Chief Judge of the United States Court of Appeals for the Third Circuit. Mr. Walker is a 1972 Phi Beta Kappa graduate of Trinity College. In 1975, he was awarded his J.D. degree, cum laude, by Temple Law School, where he served as Editor-in-Chief of the Temple Law Quarterly.

Mr. Walker is a Trustee Emeritus of The American Folk Art Museum, former Co-Chair of The American Friends of Bucerius and a member of the Board of Directors of Pro Bono Partnership. He previously was a member of the Board of Directors of MBIA, Inc. (2006-2008) and served on the NYSE Legal Advisory Committee (2001-2005). He is also a member of Temple University Beasley School of Law Board of Visitors and served as a member of Trinity College Board of Fellows.

Mr. Walker is a frequent lecturer on banking, securities and corporate governance topics and has been an adjunct professor at the University of Pennsylvania Law School where he co-taught a course in crisis management in the 2017 and 2018 Fall semesters.


Rob Khuzami currently serves as Deputy United States Attorney in the United States Attorney’s Office for the Southern District of New York.

From July 2013 until January 2018, Rob was a partner in the Government & Internal Investigations Practice Group at Kirkland & Ellis LLP.

Rob served for four years (2009-13) as Director of Enforcement for the United States Securities and Exchange Commission.  

From 2002 to 2009, Rob worked at Deutsche Bank AG in New York, serving first as Global Head of Litigation and Regulatory Investigations (2002-04) and then as General Counsel for the Americas (2004-09).

From 1990 to 2002, Rob served as an Assistant U.S. Attorney in the United States Attorney’s Office for the Southern District of New York, where he tried ten criminal trials to verdict.  For three years (1999-2002), Rob served as Chief of that Office’s Securities and Commodities Fraud Task Force.  Rob was also a member of the prosecution team in United States v. Abdel Rahman, et al., the then-largest terrorism trial in U.S. history that resulted in the conviction of Omar Ahmed Ali Abdel Rahman, and nine co-defendants for operating an international terrorist organization responsible for, among other things, the 1993 bombing of the World Trade Center, the 1990 murder of Rabbi Meir Kahane, and the July 1993 plot to bomb the United Nations, the Lincoln and Holland Tunnels, and the FBI Headquarters.

From 1984 to 1990, Rob was an associate at Cadwalader, Wickersham & Taft in New York.

From 1983 to 1984, Rob was a law clerk to the Hon. John R. Gibson of the United States Court of Appeals for the Eighth Circuit.

Rob is a 1983 graduate of Boston University School of Law, where he served as Editor-in-Chief of the American Journal of Law and Medicine, and a 1979 magna cum laude graduate of the University of Rochester, with a B.A. in political science and philosophy.

 


Named by Accounting Today as one of the “top 100 most influential people in accounting,” Michael R. Young is a litigation partner at New York’s Willkie Farr & Gallagher LLP  where he chairs the firm’s securities litigation practice.

His practice concentrates on the representation of companies, audit committees, officers, directors, accounting firms, and investment banks in United States and international securities class actions, SEC proceedings, and special committee investigations.  His trial work includes the landmark jury verdict for the defense in the first class action tried to a jury pursuant to the Private Securities Litigation Reform Act of 1995.  He has served as a member of FASB’s Financial Accounting Standards Advisory Council, as chair of the New York City Bar Association’s Financial Reporting Committee, and as counsel to the American Institute of Certified Public Accountants and the Center for Audit Quality.

A prolific author on the subjects of financial reporting, audit committee effectiveness and the role and responsibilities of the independent auditor, Mr. Young’s books include The Financial Reporting Handbook (Wolters Kluwer 2003), Accounting Irregularities and Financial Fraud (Harcourt 2000) and, most recently, Financial Fraud Prevention and Detection:  Governance and Effective Practices (Wiley 2014).  Mr. Young is a much sought speaker and commentator on financial reporting issues, and has been regularly quoted in such publications as The Wall Street Journal, The New York Times, Fortune, Forbes, USA Today, The Washington Post, and The National Law Journal.  He has also appeared as an invited guest on Fox Business News, CNBC, MSNBC, CNN, and BNN (Canada).

Mr. Young is a graduate of Allegheny College and the Duke University School of Law, where he was Research and Managing Editor of the Duke Law Journal.


George S. Canellos is a partner in the law firm of Milbank Tweed Hadley & McCloy LLP and heads its litigation department.  In 2014, Mr. Canellos rejoined Milbank, where he had been a litigation partner from 2003 to 2009.  Until January 2014, Mr. Canellos served as Co-Director of the Securities and Exchange Commission’s Division of Enforcement.  He earlier served as the Division’s Acting Director and Deputy Director.  In these positions, Mr. Canellos was responsible for supervising the SEC’s nationwide enforcement efforts.  From July 2009 until May 2012, Mr. Canellos was Director of the SEC's New York Regional Office, which has responsibility for oversight of many of the leading broker-dealers, investment advisers, and other SEC-registered financial institutions. Mr. Canellos began his career as an associate at Wachtell, Lipton, Rosen & Katz. In 1994, he became an Assistant United States Attorney in the Southern District of New York.  During almost nine years at the U.S. Attorney's Office, Mr. Canellos held a number of positions, including Chief of the Major Crimes Unit, Senior Trial Counsel of the Securities and Commodities Fraud Unit, and Deputy Chief Appellate Attorney. Mr. Canellos is a graduate of Harvard College and Columbia University School of Law.