2014 Proxy Season Wrap Up
Date: Wednesday, June 4, 2014
Time: 2pm ET | 11am PT
Produced and sponsored by:
As the 2014 proxy season draws to a close, it is time for corporate legal departments to closely examine what they can glean from the results. Please join our experts, Keir Gumbs and Lillian Brown, who will provide a summary of the hot topics and trends to emerge from this proxy season. In addition, we will cover trends among shareholder activists and the major developments in board engagement with shareholders. The impact of proxy advisory firms on the voting season will also be examined. Finally, we will offer attendees an overview of what to watch for when preparing for the 2015 proxy season.
To gain a better understanding of the hot topics and developments from this year’s proxy season, please join InsideCounsel for this live, interactive webcast sponsored by Bloomberg BNA.
Topics to be covered will include:
- A summary of key shareholder proposals, including hot topics and a summary of key shareholder proposal no-action requests.
- Shareholder activism and engagement, as well as shareholder proposal litigation.
- The impact of ISS’ recommendations and voting guidelines.
- Upcoming SEC rules and regulations.
- Tips for the 2015 proxy season.
- Keir D. Gumbs
- Covington & Burling LLP
Keir D. Gumbs is a partner in Washington, DC, office of Covington & Burling. He advises public and private companies, non-profit organizations, institutional investors and other clients in corporate, corporate governance, securities regulation, and transactional matters. Mr. Gumbs' clients include small, medium and large cap companies, non-profit organizations, public pension funds, and other institutional investors. He is widely recognized as a “go-to” expert for a variety of securities law matters, including with respect to the JOBS Act, the Dodd-Frank Act and related rulemakings. Mr. Gumbs' career includes six years of service with the SEC, where, immediately prior to joining Covington in 2005, he served as Counsel to a SEC Commissioner. In that position, he advised the Commissioner on a variety of matters arising under federal securities law with an emphasis on corporate finance issues under the Securities Act of 1933, issuer reporting obligations under the Securities Exchange Act of 1934, corporate governance developments and SEC enforcement actions. Prior to serving as Counsel to a Commissioner, Mr. Gumbs spent five years in the SEC’s Division of Corporation Finance, spending over two years as a staff attorney reviewing filings in the Utilities, Chemicals Consumer Products and Computers and Online Resources industry groups, and spending over two years as a Special Counsel in the Division’s Office of Chief Counsel.
- Lillian Brown
Lillian Brown joined WilmerHale in 2013, after having worked at the Securities and Exchange Commission in the Division of Corporation Finance since 1999. Ms. Brown focuses her practice on federal securities law compliance and corporate governance matters. At the Securities and Exchange Commission, Ms. Brown served as Senior Special Counsel to the Director of the Division of Corporation Finance, working directly with each of the last three Directors. In this role, she advised the Director on significant technical and policy matters. She supervised and participated in numerous rulemakings and other projects and facilitated communications between the Division and the SEC Commissioners. Ms. Brown has special expertise in securities laws relevant to merger and acquisition activities, corporate governance and shareholder proposal and proxy matters, and has been influential in rulemaking and interpretations in those areas. She also worked closely on legislative and other intergovernmental matters, playing a key role in rulemaking and other implementation efforts related to the Dodd-Frank Act and the JOBS Act. Between 2002 and 2005, Ms. Brown was a Special Counsel in the Office of Mergers and Acquisitions in the Division of Corporation Finance, and from 1999 to 2002 she was an Attorney-Advisor in Disclosure Operations in the Division of Corporation Finance.