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Fundamentals of Delaware Limited Liability Companies

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Recorded on: May. 18, 2015

AMY TAUB: Hello. My name is Amy Taub and I'm a program attorney with PLI. I would like to welcome you to today's briefing, Fundamentals of Delaware Limited Liability Companies. Before we begin, I have some administrative announcements. This briefing will be one hour in length. Please feel free to send questions at any time during the briefing. Please remember that you have access to materials for this briefing via the Course Materials tab in the ...

Supreme Court and Social Media: Bringing the First Amendment into the 21st Century

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Recorded on: May. 15, 2015

SPEAKER 1: It is now my pleasure to turn this briefing over to Dean Erwin Chemerinsky. ERWIN CHEMERINSKY: And It's my pleasure to be able to talk about this and to be part of this program. Facebook and rap music have now come to the United States Supreme Court. Elonis versus United States is pending before the court. And it's such an important case about the First Amendment, social media. And more generally, about the internet. It was argued on ...

Disability Accommodations in the Digital Age

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Recorded on: May. 13, 2015

AMY TAUB: Thank you. Hello. My name is Amy Taub, and I am a program attorney with PLI. I would like to welcome you to today's briefing, "Disability Accommodations in the Digital Age." before we begin, I have some administrative announcements. This briefing will be one hour in length. Please feel free to send questions at any time during the briefing. Please remember that you have access to materials for this briefing via the Course Materials ...

Credit Rating Regulation from AAA to Z

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Recorded on: May. 12, 2015

SPEAKER 1: You may begin. AMY TAUB: Thank you. Hello, my name is Amy Taub, and I'm a program attorney with PLI. I would like to welcome you to today's briefing, Credit Rating Regulation from AAA to Z. Before I begin, I have some administrative announcements. This briefing will be one hour in length. Please feel free to send questions at any time during the briefing, and time permitting, they will be addressed at the conclusion. Please remember that ...

Key Factors Shaping Financial Reporting

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Recorded on: May. 11, 2015

RAJ TANDEN: Our first program this morning is Key Factors Shaping Financial Reporting where our panels will cover objectives and financial reporting. Overview of financial and regulatory agencies-- FASB, AICPA, SEC, and the PCAOB. Where we are now in terms of accounting and regulatory updates. The role interplay between attorneys, accountants, and regulators, and off balance sheet structures. I'm curious myself about Repo 105. We have speaking today ...

Using Financial Information in Business Transactions

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Recorded on: May. 11, 2015

RAJ TANDEN: Oh, I guess I'm the second here. OK, here we go. It's 2:30, so we're going to start the afternoon sessions. We have now, Using Financial Information in Business Transactions. And we have a couple of great speakers here. We have Dubravka Tosic. Is that right? DUBRAVKA TOSIC: That's correct. RAJ TANDEN: Oh, good. Well, lucky me. Who is an economist and principle at ERS Group, a national leader in economic and statistical consulting. She ...

Closing Business Transactions

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Recorded on: May. 11, 2015

JARED THEAR: So our next panelist is going to start pretty quickly here, right? SPEAKER 1: Yes, they're on their way up. If you want too start-- JARED THEAR: Sure. Sounds great. Thank you guys. Appreciate it. Our next panel is going to be on closing business transactions, and we have two guest speakers today. One is from KPMG. He's a managing director-- Daniel Prager. And his specialists are around tax advise and compliance services specific to ...

Capital Structure

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Recorded on: May. 11, 2015

JARED THEAR: Hello, everyone. We have a great next panel for you. We're going to be going through capital structure, and today's speakers are, Sarah Solum, who is at Davis and Polk. She's a partner there and advises public and private corporate finance transactions. She's also heavily involved in IPOs and other debt offerings as well as mergers and acquisitions, does work with private equity investments, and SEC disclosure and corporate governance. Our ...

Legal and Accounting Perspectives on Financial Improprieties, Reporting Irregularities and Fraud

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Recorded on: May. 11, 2015

JARED THEAR: OK. We're ready to get started again. Thanks, everyone, for making it back from lunch. I know we'll probably have a couple folks trickle in here and there. Next session is going to be on legal and accounting perspectives on financial improprieties, reporting irregularities, and fraud. And we've got two great panelists for us here. Cathy Connolly, who has 20 years of experience. She's currently at StoneTurn working on forensic accounting, ...

Potential FCPA Issues When Doing Business in China

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Recorded on: May. 11, 2015

RICHARD GRIME: Good morning, everybody. This is Richard Grime, and welcome to day two of PLI's program on the FCPA. Just a couple of administrative items. First of all, if those of you with smart phones in the room can turn them to mute or to vibrate, it would help the rest of the audience. And if you have questions, and we hope you do, can you just raise your hand during the course of the presentations. Or if you're on the web, send those questions ...

Evaluating the Financial Health of an Entity

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Recorded on: May. 11, 2015

SALLY ANN FLOOD: Good morning, everybody. We'll get started this morning. My name is Sally Ann Flood. I'm an audit partner with Deloitte & Touche. I hope you had a good amount of sessions yesterday, and you're energized for a great day today. This morning, we're going to kick off with a presentation regarding evaluation of the financial health of an organization. And I have with me this morning Amir Agam, who's a Senior Managing Director with ...

Key Issues Facing Compliance Officers and In-House Counsel: What Keeps Them Up at Night?

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Recorded on: May. 11, 2015

SPEAKER 1: Good afternoon. I hope that you're enjoying today's program. Before we begin, I just need to make two brief announcements. The first is, if there's any press here, the comments for this panel, this panel only from 2:15, ending at 3:15, are off the record. So for past comments for this panel are off the record. And the other announcement is I just wanted to remind you, we are raffling off a book today, Doing Business Under the Foreign Corrupt ...

Co-Investor Issues

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Recorded on: May. 11, 2015

RICHARD GRIME: This is a panel on-- we've called it Co-Investor Issues, because I think rather than just calling it Joint Venture Partners, calling it Private Equity, we want to sort of try and touch on some of the corruption issues that come up when companies choose to co-partner, co-invest with some other entity. And that could be a private investor. It could be another company. It could be a series of companies. It could be potentially a state ...

Economic Judgments and the Reality of Financial Statements

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Recorded on: May. 11, 2015

R TANDEN: OK, so we're going to get started. So we're going to cover economic judgments and the reality of financial statements, inventories, good will and other intangible assets, share based payments, the limitations of financial statements, and the role of the audit committee and those charged with governance. We're lucky to have Renee Mendez. Renee is an assurance partner in the San Francisco Office of Ernst and Young. She has more than 14 years ...

Anti-Corruption Issues Facing Financial Institutions

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Recorded on: May. 11, 2015

KIMBERLY A. PARKER: Hope everyone got some good lunch to sustain you through the afternoon, because we've got a lot of very good panels planned for you for the afternoon. I am delighted to introduce our panel on financial institutions and the FCPA, which is always a highlight of the PLI conference because we are here in New York at the center of the financial world. And this is always a panel where we can hear from some really serious experts that ...

Key Issues in Developing and Maintaining an Effective Compliance Program: Taking Your Program to the Next Level

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Recorded on: May. 11, 2015

RICHARD W GRIME: OK, everybody. I was just told, and I thought I'd relay the thought that will make me popular. Apparently, I can go five minutes into the break, so I promise I'll try and keep on time. So the panel that we're going to spend some time with this afternoon is one that I think is going to be dear to the heart of most of you in this room, which is key issues in developing an effective compliance program and what keeps some compliance [INAUDIBLE], ...

Hypothetical – Crisis Management: How to Handle a Real World FCPA Problem

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Recorded on: May. 11, 2015

KIMBERLY A. PARKER: So let me welcome everyone back into the room. This is going to, I hope, be a fun and interesting panel for two reasons. One is we are going to do some audience polling during the panel about how you think some of the scenarios that we're going to talk about should be handled, and then we're going to get reactions from our expert panel about your suggestions. But also, just fundamentally, this is a panel on how to handle a real ...

What Do You Need to Know When Representing Individuals

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Recorded on: May. 11, 2015

KIMBERLY PARKER: This panel is going to cover the topic on representing individuals in Foreign Corrupt Practices Act cases. And for those of you who tuned in yesterday, you know that this is a very important and timely topic, because we heard from both the Department of Justice representatives and the SEC representatives who were here yesterday that the focus and priority on prosecuting individuals or bringing cases against individuals has never been ...

Valuation Application and Methodologies

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Recorded on: May. 11, 2015

SPEAKER 1: We're onto our last session for the day, which is valuation application and methodologies. And we have Neeraj Chawla. Did I say that correctly? Who's a director at Deloitte Transactions and Business Analytics here in San Francisco. And we have Kenneth Herzinger, who is a litigation partner in the Securities Litigation and Regulatory Enforcement Group at Orrick here in San Francisco. And since it's already sort of five minutes late, I'll ...

Practical and Ethical Considerations for Corporate Transactions Today

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Recorded on: May. 11, 2015

J THEAR: OK, looks like we're ready to get started. I'd like to introduce our next panel here. It's the last one of the day, so I appreciate everyone sticking with us. And this next panel is going to be on practical and ethical considerations for corporate transactions today. We have two great folks here. One of my colleagues and partners, Adam Reilly, who's a leader in our mergers and acquisitions and transactions servicing practice. He's based ...

A Detailed Look at Financial Statements

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Recorded on: May. 11, 2015

JARED THEAR: Hello, everyone. My name is Jared Thear. I'm here to introduce our next panelist, which will be myself and a partner of mine at Deloitte. Her name is Sally Ann Flood. She has over 20 years of experience in auditing, and she primarily focuses on the real estate practice. She leads our west coast real estate team here in the San Francisco and Bay area, and she'll be starting the panel, and I'll be wrapping it up. So Sally Ann-- SALLY ANN ...

Omnicare, Inc. v. Laborers District Council Construction Industry Pension Fund: The Recent Supreme Court Decision

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Recorded on: May. 8, 2015

AMY TAUB: It is now my pleasure to turn this briefing over to Lynn Neuner. LYNN NEUNER: Thank you, Amy. Good afternoon, everyone. This is Lynn Neuner. I'm a litigation partner here at Simpson Thacher in New York. I'm sitting here together with my partner and friend Michael Nathan. Michael, you want to say hello? MICHAEL NATHAN: Hi, I'm Michael Nathan, and I'm a partner in the corporate department at Simpson Thacher. LYNN NEUNER: We are delighted ...

Structuring the Deal

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Recorded on: May. 7, 2015

PATRICK J. RYAN: Our next panel is titled, Structuring The Deal. And we have two-- the panelists have joined us here on the dais. Immediately to my left is Jennifer Hobbs, who's a partner at Simpson Thatcher in the corporate finance department and is a member of the firm's compensation committee. And to Jen's left is Jeff Ross whose a corporate partner and a member of the finance private equity finance group at Debevoise. So with that, turn it over ...

Leveraged Financing Today

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Recorded on: May. 7, 2015

PATRICK RYAN: So with that I think we'll kick it off. We'll hand it over to Brian and we'll get into some interesting stuff. BRIAN TRAMONTOZZI: Oh, great. Thank you. And this is pretty dry material, so if you have any questions, please stop along the way. I might not see you so you just shout out any questions and I'll repeat them so everyone can hear them. Right now we've got pretty good themes for the market overall. We had a good year last year. ...

Ethical Considerations in Leveraged Financings

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Recorded on: May. 7, 2015

SPEAKER 1: Go straight to our ethics panel. So there will not be a break. PATRICK RYAN: And I will go ahead and introduce the panelists as they come up. Edwin Smith is second in line, is a partner in the New York City in Boston offices of Morgan, Lewis, & Bockius. He will help to lead the presentation today. And Peter Kostant is a visiting professor at New York Law School and an adjunct professor at Fordham University Law School. PETER KOSTANT: ...

Featured Faculty/Authors
Jae  Kim

Jae Kim ~ Senior Vice President and General Counsel, Rambus Inc.

Lori A. Richards

Lori A. Richards ~ Chief Compliance Officer, Asset Management Unit, JP Morgan & Co

Edwin E. Smith

Edwin E. Smith ~ Morgan Lewis & Bockius LLP