Day One: 9:00 a.m. - 5:00 p.m.
Morning Session: 9:00 a.m. - 12:45 p.m.
9:00 Keynote Address
Speaker: Ashley Alder
9:42 Regulatory Overview and Update
- U.S. capital markets overview
- Cross-border activity
- Reverse mergers and SEC response
- Hong Kong capital markets and corporate governance issues
- Initiatives to attract overseas companies
- Hong Kong liability regime compared to EU and U.S.
Moderator: Edward F. Greene
Speakers: Paul M. Dudek, Charles Grieve, Teresa Ko
10:43 Networking Break
10:55 Market Overview
- What are investors looking for when investing in Asian markets?
- Issues Hong Kong companies face when listing in the U.S. and China
- Challenges U.S. issuers face when listing in Hong Kong and China
- Differences in listing regimes and treatment of shareholders across borders
- JOBS Act implications for foreign issuers
- Equity listings and foreign currency controls
Moderator: James Grandolfo
Speakers: Bonnie Y. Chan, Hon. Roberta S. Karmel, Rupert Mitchell, Tze-Gay Tan, Yingmao Tang
11:58 Private Equity and Hedge Funds
- Issuing equity without takeovers
- Taking private: Thresholds and recent activity
- PIPEs in the context of Asian markets
- Hedge funds and fund formation
- Working with Asian investment banks
- Changes in the regulation of investment advisers under Dodd-Frank
Moderator: Andrew Whan
Speakers: Philip M. J. Culhane, David Poureshagh, Miranda So, Jonathan Z. Zhou
12:58 Networking Luncheon
Afternoon Session: 1:45 p.m. - 5:00 p.m.
1:45 Debt Markets
- Market overview: current trends and new products
- PRC corporate bond issues: risks and opportunities
- High yield in Asia - structural issues
- Capital structures and leveraged finance in Asia
Moderator: Cindy Lo
Speakers: Jason T. Elder, Howard Lam, Alexander E. Lloyd, Joshua M. Zimmerman
2:45 Mergers & Acquisitions: Structure and Process
- Key drivers for the M&A market in Asia
- What's the outlook for activity in key markets and industries?
- Developments and tactics in M&A structures
- Securities law and listing requirements for M&A in Asia
- Trends in take private transactions
Moderator: Mark I. Greene
Speakers: Ling Huang, Neil Hyman, Edward King, Mark Uhrynuk
3:45 Networking Break
4:00 Mergers & Acquisitions: Pitfalls, Competition Law and Other Red Flags
- Fund formation, side deals, etc.: “Private equity gone bad”
- Impact of Asian competition laws on merger activity
- Foreign investment restrictions and industry regulation across borders: China, U.S., EU, Australia and equivalents
- Recent deal activity
Moderator: Mina Park
Speakers: Mark J. Lehmkuhler, Nicholas Norris, Paul Strecker
5:00 Adjourn
Day Two: 9:00 a.m. - 5:00 p.m.
Morning Session: 9:00 a.m. - 12:15 p.m.
9:00 Keynote Address
Speaker: David Graham
9:30 Hong Kong Capital Markets
- Hong Kong sponsor regime and proposed changes
- Making secondary listings easier
- Hong Kong plans for prospectus simplification
- Making Hong Kong the home for RMB bonds
- Market disclosure practices “in practice”
Moderator: Stephen Revell
Speakers: Christopher W. Betts, Stephen J. Clark, John D. Moore, Jon Perry, Patricia Sindel
10:30 Asian Capital Markets: India, China, Korea and Singapore
- Comparison of Asian capital markets common practices
- Raising capital in India, China, Korea and Singapore
- New deals in Asian capital markets
- Convergence: status of accounting standards and practices
- Hot issues in the frontier economies
Moderator: Sharon Lau
Speakers: Jinduk Han, Jie Lan, Cyril S. Shroff, Walter Son
11:30 Networking Break
11:45 Corporate Governance Issues
- Impact of U.S. and U.K. proprietary trading laws
- Liability issues impacting boards of directors
- Criteria for and role of independent directors
- Minority shareholder rights
- Board audit function: supervision and liability
Moderator: Jamie Allen
Speakers: Sandip Bhagat, William Y. Chua, Edith Shih, Samantha Thompson
12:45 Lunch Break
Afternoon Session: 1:45 p.m. - 5:00 p.m.
1:45 In-House Counsel Roundtable
- What issues keep General Counsel up at night?
- Risk oversight and legal compliance systems
- Challenges counseling management and Boards of Directors
- Dealing with complexities of global operations
Moderator: Amy C. Reich
Speakers: Brett Graham, Joseph P. Longo, Jonathan Pederson
2:45 Enforcement Issues Today
- Current U.S. enforcement efforts
- Current Hong Kong enforcement efforts
- Current U.K. enforcement efforts and U.K. Bribery Act update
- FCPA enforcement practices
- Impact of OFAC on doing business in Asia
- Insider trading: U.S., U.K. and Hong Kong
Moderator: Kyle Wombolt
Speakers: Gareth Hughes, Michele W. Layne, Mark Steward
3:45 Networking Break
4:00 Ethics: Hypothetical Scenarios
- Recent developments, including the work of the 20/20 Commission
- Resolving conflicts for the global law firm
- Confidentiality issues
- Attorney conduct when appearing before regulators
Speakers: Edward F. Greene, Royce Miller
5:00 Adjourn
Co-Chair(s)
Mina Park ~ Director, Banking and Capital Markets Origination Legal, Asia Pacific, Citi
Moderator(s)
Jamie Allen ~ Secretary General, Asian Corporate Governance Association Ltd
Speaker(s)
Ashley Alder ~ Chief Executive Officer, Securities and Futures Commission
Stephen J. Clark ~ Managing Director, Advisory, Global Banking, The Hongkong and Shanghai Banking Corporation Limited
Paul M. Dudek ~ Chief, Office of International Corporate Finance, Division of Corporation Finance, U.S. Securities and Exchange Commission
David Graham ~ Chief Regulatory Officer and Head of Listing, Hong Kong Exchanges and Clearing Limited
Brett Graham ~ General Counsel - Asia Pacific, Morgan Stanley
Charles Grieve ~ Senior Director, Corporate Finance Division, Securities and Futures Commission
Hon. Roberta S. Karmel ~ Centennial Professor of Law and Co-Director, Dennis J. Block Center for the Study of International Business Law, Brooklyn Law School
Edward King ~ Managing Director, Investment Banking, Barclays Capital Asia Limited
Michele W. Layne ~ Regional Director, Los Angeles Office, Division of Enforcement, U.S. Securities and Exchange Commission
Rupert Mitchell ~ Managing Director, Head of Asia Pacific Equity Syndicate, Citigroup
Edith Shih ~ Head Group General Counsel & Company Secretary, Hutchison Whampoa Limited
Mark Steward ~ Executive Director, Enforcement, Securities and Futures Commission
Yingmao Tang ~ Associate Professor, Peking University Law School
Program Attorney(s)