On-Demand   On-Demand Web Programs

Directors' Institute on Corporate Governance (Fifteenth Annual)

Released on: Dec. 6, 2017
Running Time: 07:27:24
New expectations are being placed on boards in critical areas of governance, including disclosure, oversight of complex operational issues, risk management, board succession, audit committee oversight, executive compensation, and responsiveness to and communication with investors pressing different concerns. In addition, in years past the Dodd-Frank Act, the Foreign Corrupt Practices Act and other anti-bribery laws have put new requirements on companies and on boards. But with a new administration, what changes can boards expect to face? At this renowned Institute, leading corporate governance experts — directors, government officials, corporate counsel, and academics — will share their perspectives on the fast-changing regulatory environment, the new competing pressures and expectations being placed on boards, and needed steps boards will want to consider.  


Lecture Topics [Total time 00:08:30]
Segments with an asterisk (*) are available only with the purchase of the entire program.

  • Hot Topics for Institutional Investors* [00:28:24]
    Michael Garland, Keir D. Gumbs, Jeffrey D. Karpf, Mark J. Gentile
  • What Boards and Their Counsel Need to Know About Enforcement and Compliance Under the New Administration [00:58:36]
    David M. Becker, Mark K. Schonfeld, Hon. Roel C. Campos, Erica Williams
  • Compensation Committees: Best Practices [01:00:20]
    Carol Bowie, Gina Merritt-Epps, Linda E. Rappaport, Suzanne M. Hopgood
  • What Audit Committees Need to Know [00:59:37]
    Wesley R. Bricker, Hon. Cynthia A. Glassman, Stacy Janiak, Lori Zyskowski
  • Environmental, Social, Governance Issues [00:59:28]
    Hon. Elisse B. Walter, Adam M. Kanzer, Keir D. Gumbs
  • Board Duties and Delaware Law Updates [01:01:15]
    Patricia L. Enerio, Hon. Karen L. Valihura, Mark J. Gentile
  • Corporate Social Media: Maximizing Value and Minimizing Risk [00:59:22]
    Lillian Brown, Scott Bisang, Douglas K. Chia, John F. Delaney
  • Cybersecurity and Boards [01:00:22]
    Katherine Mooney Carroll, Judith H. Germano, Leonard Bailey, Peter E. Murphy

The purchase price of this Web Program includes the following articles from the Course Handbook available online:


  • COMPLETE COURSE HANDBOOK
  • The Supreme Court Limits the SEC’s Disgorgement Power (June 7, 2017)
    Keir D. Gumbs
  • Circuits Split on Constitutionality of SEC Administrative Law Judges (January 4, 2017)
    Keir D. Gumbs
  • Any Agreements with Employees Might Implicate Whistleblower Rules (September 30, 2016)
    Keir D. Gumbs
  • The Supreme Court Limits Newman, but the Government Still Faces Obstacles in Insider Trading Cases (December 8, 2016)
    Keir D. Gumbs
  • The Second Circuit Clarifies Corruption Standards Following Supreme Court’s McDonnell Decision (July 20, 2017)
    Jeffrey D. Karpf
  • SEC, Hungarian Executives Settle 5-Year FCPA Suit That Generated Government-Friendly Rulings on Threshold Legal Issues (April 28, 2017)
    Matthew C. Solomon, Jeffrey D. Karpf, Elizabeth (Lisa) Vicens, Jessica L. Dwinell, Jenny Paul
  • France Implements Sweeping Anti-Corruption Reform (March 22, 2017)
    Amélie Champsaur, Jeffrey D. Karpf, Jean-Yves Garaud, Guillame de Rancourt, Arnaldo Bernardi
  • Jury Awards Ousted General Counsel Nearly $11 Million in Whistleblower Retaliation Action—Key Takeaways (February 21, 2017)
    Jeffrey D. Karpf
  • Department of Justice Foreign Corrupt Practices Act Enforcement Initiatives (January 17, 2017)
    Jeffrey D. Karpf
  • DOJ Launches Foreign Corrupt Practices Act Pilot Program (April 15, 2016)
    Jeffrey D. Karpf
  • Say-on-Pay Rulebook: An Investor Perspective
    Carol Bowie
  • SEC Provides New Guidance on Pay Ratio Disclosure Rule (September 26, 2017)
    Keir D. Gumbs
  • With the Benefit of Hindsight: The Wells Fargo Sales Practices Investigation Report (May 3, 2017)
    Louise M. Parent, Elizabeth K. Bieber, Pamela L. Marcogliese, Arthur H. Kohn, Jeffrey D. Karpf
  • Compensation Considerations (January 17, 2017)
    Jeffrey D. Karpf
  • Delaware Chancery Court Revisits the Topic of Fiduciary Duties of Directors in Approving Senior Executive Compensation Packages (March 8, 2016)
    Jeffrey D. Karpf
  • SEC Signals Some Relief on Conflict Minerals Rule (April 17, 2017)
    Keir D. Gumbs
  • EU Adopts Final Regulation on Importation of Conflict Minerals (March 28, 2017)
    Keir D. Gumbs
  • The New Revenue Standard—Are You Still Assessing the Impact? (September 5, 2017)
    Stacy Janiak, Courtney Sachtleben, Eric C. Knachel
  • On the Board’s Agenda | US Audit Committee Disclosure in Proxy Statements—2017 Trends (August 2017)
    Stacy Janiak, Bob Lamm, Debbie McCormack, Consuelo Hitchcock
  • PCAOB Adopts Changes to the Auditor’s Report (June 20, 2017)
    Stacy Janiak, Jennifer Burns, Megan Zietsman, Sasha Pechenik, Lisa Smith
  • PCAOB Issues Proposals to Enhance and Strengthen Requirements for Auditing Accounting Estimates, Including Fair Value, and to Address the Auditor’s Use of the Work of Specialists (June 12, 2017)
    Stacy Janiak, Gina Bruner, Paul Drogosch, Dora Burzenski, Kali Nosek, Matt Palen
  • Implementing the New Revenue Standard—How Do Your Disclosures Stack Up? (June 5, 2017)
    Stacy Janiak, Courtney Sachtleben, Eric C. Knachel
  • Internal Control Considerations Related to Adoption of the New Revenue Recognition Standard (May 9, 2017)
    Stacy Janiak, Amy Steele, Jennifer Burns
  • Forecasting Revenue Disclosures—Storm Brewing? (February 22, 2017)
    Stacy Janiak, Joe DiLeo, Eric C. Knachel
  • Setting the Record Straight: Regulation G Does Not Apply to Non-GAAP Financial Projections in M&A Transactions (September 18, 2017)
    Jeffrey D. Karpf, Ethan A. Klingsberg, Nick Grabar, Neil Market, Sandra L. Flow
  • Trend Disclosure Under S-K 303: How Far Does the Eye Have to See? (June 22, 2017)
    Jeffrey D. Karpf, Nina E. Bell, Leslie N. Silverman
  • Accounting for Minority Equity Investments: A Small Change with Significant Implications (June 12, 2017)
    Jeffrey D. Karpf, Andrea M. Basham, Leslie N. Silverman
  • New PCAOB Standard Will Mean Big Changes in Audit Reports (June 2, 2017)
    Jeffrey D. Karpf
  • Audits and Adversaries: Making Disclosures to Your Auditors Without Waiving Your Privilege (May 1, 2017)
    Jeffrey D. Karpf, Elizabeth (Lisa) Vicens, Daniel D. Queen
  • Non-GAAP Financial Measures: The SEC’s Evolving Views (June 13, 2016)
    Jeffrey D. Karpf
  • SEC Releases New Guidance on Non-GAAP Financial Measures (May 18, 2016)
    Jeffrey D. Karpf
  • Directors’ Institute on Corporate Governance (PowerPoint slides)
    Timothy Smith
  • What is SRI? ESG? (PowerPoint slides)
    Timothy Smith
  • SEC Permits All Companies to File Certain Registration Statements Confidentially (July 5, 2017)
    Keir D. Gumbs
  • Choice Act 2.0: Key Capital Markets and Securities Law Provisions (May 2, 2017)
    Keir D. Gumbs
  • SEC Requires Hyperlinks to Exhibits: Also Proposes Rules Requiring Use of Inline XBRL (April 11, 2017)
    Keir D. Gumbs
  • SEC Proposes Rules Requiring the Use of Universal Proxy Cards in Contested Director Elections (December 6, 2016)
    Keir D. Gumbs
  • SEC Enhances Exemptions for Local Offerings (December 1, 2016)
    Keir D. Gumbs
  • Delaware Supreme Court Declines to Establish a Presumption in Favor of Deal Price in Appraisal Actions—Or Did It? (August 8, 2017)
    Mark E. McDonald, Meredith E. Kotler, Vanessa C. Richardson, Jeffrey D. Karpf
  • 2017 Securities and M&A Litigation Mid-Year Review (August 2, 2017)
    Jeffrey D. Karpf
  • Chancery Finds Fair Value to Be Less Than Half Merger Price (July 25, 2017)
    Vanessa C. Richardson, Jeffrey D. Karpf, Meredith E. Kotler, Mark E. McDonald
  • Between Contractual and Fiduciary Duties: ODN Holding and the Rights of Preferred Stockholders (June 8, 2017)
    Jeffrey D. Karpf, Benet J. O'Reilly, Paul V. Imperatore, Adam Fleisher
  • Chancery Court Suggests That Rights Offerings May Limit Liability in Transactions with Controlling Stockholders (June 7, 2017)
    Jeffrey D. Karpf, Meredith E. Kotler, Mark E. McDonald
  • Assessing Financial Advisor Compensation Disclosure Following Vento v. Curry (April 10, 2017)
    James E. Langston, Jeffrey D. Karpf
  • Tax Opinion Closing Conditions in M&A Transactions Following Delaware Litigation Over ETE/Williams’s Busted Deal (March 28, 2017)
    Jeffrey D. Karpf, Jonathan Gifford
  • The New Media Landscape—The Evolving Role of Social Media in Corporate, Crisis and Political Communications (October 2, 2017)
    Scott Bisang, Hannah Hochman
  • Responding to a Politician’s Social Media Attack (February 9, 2017)
    Jeffrey D. Karpf
  • Best Practices for Victim Response and Reporting of Cyber Incidents (April 2015)
    Leonard Bailey
  • Third-Party Cyber Risk & Corporate Responsibility (February 2017)
    Judith H. Germano
  • “Proposed NY Cybersecurity Regulation: A Giant Leap Backward?”, Forbes (December 2, 2016) https://www.forbes.com/sites/realspin/2016/12/02/proposed-ny-cybersecurity-regulation-a-giant-leapbackward/amp/#7d6d0b5821f9
    Judith H. Germano
  • Cyberthreat Spawns New Era of Public-Private Collaboration (February 20, 2015)
    Judith H. Germano
  • Cybersecurity Partnerships: A New Era of Public-Private Collaboration (October 2014)
    Judith H. Germano
  • After the Breach: Cybersecurity Liability Risk
    Zachary K. Goldman, Judith H. Germano
  • From the War Room to the Board Room? Effectively Managing Cyber Risk without Joining the Front Lines (June 2015)
    Judith H. Germano, Randal S. Milch, Zachary Goldman
  • One More Reason for Companies to Report Data Breaches (May 26, 2015)
    Judith H. Germano
  • Palkon v. Holmes, No. 2:14-CV-01234 (SRC) (D.N.J. 2014)
    Judith H. Germano
  • NY Regulations Set the Bar High for Cybersecurity Standards (August 25, 2017)
    Daniel Essanason, Katherine Mooney Carroll, Daniel Ilan, Michael Krimminger
  • NYDFS Cybersecurity Regulations Take Effect (August 21, 2017)
    Jonathan S. Kolodner, Daniel Ilan, Michael H. Krimminger, Rahul Mukhi, Katherine Mooney Carroll
  • SEC Issues Risk Alert Based on Cybersecurity Survey (August 11, 2017)
    Jonathan S. Kolodner, Rahul Mukhi, Jeffrey D. Karpf
  • Recent Developments Highlight Measures to Mitigate Litigation and Regulatory Exposure from Cyber-Attacks (June 21, 2017)
    Rahul Mukhi, Jeffrey D. Karpf, Jonathan S. Kolodner, Daniel Ilan
  • Cybersecurity in the EU—The New Regime Under the GDPR and NISD (May 3, 2017)
    Jeffrey D. Karpf, Emmanuel Ronco, Colin Pearson, Christopher Cook, Natascha Gerlack, Daniel Ilan, Francesco de Biasi, Gareth Kristensen, Thomas Kopp

Presentation Material


  • Remarks: Effective Financial Reporting in a Period of Change Handout
    Wesley R. Bricker
  • Environmental, Social, Governance Issues
    Adam M. Kanzer, Hon. Elisse B. Walter
  • Board Duties & Delaware Law Updates
    Patricia L. Enerio, Mark J. Gentile, Hon. Karen L. Valihura
  • Corporate Social Media: Maximizing Value and Minimizing Rist
    Scott Bisang, Lillian Brown, Douglas K. Chia, John F. Delaney
Co-Chair(s)
Mark J. Gentile ~ Richards, Layton & Finger, P.A.
Keir D. Gumbs ~ Covington & Burling LLP
Jeffrey D. Karpf ~ Cleary Gottlieb Steen & Hamilton LLP
Moderator(s)
Lillian Brown ~ Wilmer Cutler Pickering Hale and Dorr LLP
Katherine Mooney Carroll ~ Cleary Gottlieb Steen & Hamilton LLP
Linda E. Rappaport ~ Shearman & Sterling LLP
Mark K. Schonfeld ~ Gibson, Dunn & Crutcher LLP
Lori Zyskowski ~ Gibson, Dunn & Crutcher LLP
Speaker(s)
Leonard Bailey ~ Special Counsel for National Security, Computer Crime & Intellectual Property Section, Criminal Division, U.S.Department of Justice
David M. Becker ~ Cleary Gottlieb Steen & Hamilton LLP
Scott Bisang ~ Managing Director, Joele Frank, Wilkinson Brimmer Katcher
Carol Bowie ~ Senior Advisor, Teneo Governance
Wesley R. Bricker ~ Chief Accountant, Office of the Chief Accountant, U.S. Securities and Exchange Commission
Hon. Roel C. Campos ~ Hughes Hubbard & Reed LLP
Douglas K. Chia ~ Executive Director, Governance Center, The Conference Board
John F. Delaney ~ Morrison & Foerster LLP
Patricia L. Enerio ~ Heyman Enerio Gattuso & Hirzel LLP
Michael Garland ~ Assistant Comptroller for Corporate Governance and Responsible Investment, Bureau of Asset Management , Office of the New York City Comptroller
Judith H. Germano ~ Founder, GermanoLaw LLC, Senior Fellow on Cybersecurity, and Adjunct Professor of Law, NYU Scbool of Law
Hon. Cynthia A. Glassman ~ Senior Research Scholar, Institute for Corporate Responsibility, George Washington University Business School
Suzanne M. Hopgood ~ President & CEO, The Hopgood Group, LLC
Stacy Janiak ~ Chief Client Officer, Deloitte
Adam M. Kanzer ~ Managing Director of Corporate Engagement, Domini Impact Investments LLC
Gina Merritt-Epps ~ Senior Vice President, General Counsel & Corporate Secretary, South Jersey Industries
Peter E. Murphy ~ Founder and Chief Executive Officer, Wentworth Capital Management, LLC
Hon. Karen L. Valihura ~ Justice, Delaware Supreme Court
Hon. Elisse B. Walter ~ Former Chairman and Commissioner, U.S. Securities and Exchange Commission
Erica Williams ~ Kirkland & Ellis LLP
General credit information about this format appears below. For credit information specific to this program, please choose your jurisdiction(s) in the Credit Information box on the right-hand side of this page.

PLI’s live and on-demand webcasts are single-user license products intended for an individual registrant only. Credit will be issued only to the individual registered.


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Arkansas:  PLI’s on-demand web programs are not approved for Arkansas CLE credit.

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Colorado:  All PLI products can fulfill Colorado’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Connecticut: Effective January 1, 2017, all PLI products can fulfill Connecticut’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Delaware:  PLI’s on-demand web programs qualify as “eCLE” credit. Attorneys are limited to 12 credits of eCLE per reporting period, no more than 6 of which may be audio-only.

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Idaho:  PLI’s on-demand web programs qualify as “self-study” credit. Attorneys are limited to 15 credits of self-study per reporting period.

Illinois:  All PLI products can fulfill Illinois' CLE requirements for experienced attorneys. There is no limit to the number of credits an attorney can earn via PLI products.

Indiana:  PLI’s on-demand web programs qualify as “distance education” credit. Attorneys are limited to 9 credits of distance education per reporting period.

Iowa:  PLI’s on-demand web programs qualify as “unmoderated” credit. Attorneys are limited to 6 credits of unmoderated programs per reporting period.

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Maine:  PLI’s on-demand web programs qualify as “self-study” credit. Attorneys are limited to 5.5 credits of self-study per reporting period.

Minnesota:  PLI’s on-demand web programs qualify as “on-demand” credit. Attorneys are limited to 15 on-demand credits per reporting period.

Mississippi:  PLI’s on-demand web programs qualify as “distance learning” credit. Attorneys are limited to 6 credits of distance learning per reporting period.

Missouri:  PLI’s on-demand web programs qualify as “self-study” credit. Attorneys are limited to 6 credits of self-study per reporting period.

Montana:  PLI’s on-demand web programs qualify as “self-study” credit. Attorneys are limited to 5 credits of self-study per reporting period.

Nebraska:  PLI’s on-demand web programs qualify as “computer-based learning” credit. Attorneys are limited to 5 credits of computer-based learning per reporting period.

Nevada:  PLI’s on-demand web programs qualify as “self-study” credit. There is no limit to the number of credits an attorney can earn via self-study programs.

New Hampshire:  PLI’s on-demand web programs qualify as “self-study” credit. Attorneys are limited to 6 credits of self-study per reporting period.

New Jersey:  PLI’s on-demand web programs qualify as “alternative verifiable learning formats” credit. Attorneys are limited to 12 credits of alternative verifiable learning formats per reporting period.

New Mexico:  PLI’s on-demand web programs qualify as “self-study” credit. Attorneys are limited to 4 credits of self-study per reporting period.

New York

Experienced Attorneys:  All PLI products can fulfill New York’s CLE requirements for experienced attorneys. There is no limit to the number of credits an attorney can earn via PLI products.

Newly Admitted Attorneys:  PLI’s transitional on-demand web programs can be used to fulfill the requirements for New York newly admitted attorneys. Only professional practice and law practice management credits may be earned via transitional on-demand web programs. Ethics and skills credits may not be earned via on-demand web programs.

North Carolina:  PLI’s on-demand web programs qualify as “online” credit. Attorneys are limited to 6 credits of online programs per reporting period.

North Dakota:  PLI’s on-demand web programs qualify as “self-study” credit. Attorneys are limited to 15 credits of self-study per reporting period.

Ohio:  PLI’s on-demand web programs qualify as “self-study” credit. Attorneys are limited to 12 credits of self-study per reporting period.

Oklahoma:  PLI’s on-demand web programs qualify as “online, on-demand” credit. Attorneys are limited to 6 credits of online, on-demand programs per reporting period.

Oregon:  All PLI products can fulfill Oregon’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Pennsylvania:  PLI’s on-demand web programs qualify as “distance learning” credit. Attorneys are limited to 6 credits of distance learning per reporting period.

Puerto Rico:  PLI’s on-demand web programs qualify as “non-traditional” credit. Attorneys are limited to 8 credits of non-traditional programs per reporting period.

Rhode Island:  PLI’s on-demand web programs qualify as “on-demand” credit. Attorneys are limited to 3 on-demand credits per reporting period.

South Carolina:  PLI’s on-demand web programs qualify as “alternatively delivered” credit. Attorneys are limited to 6 credits of alternatively delivered programs per reporting period.

Tennessee:  PLI’s on-demand web programs qualify as “distance learning” credit. Attorneys are limited to 8 credits of distance learning per reporting period.

Texas:  All PLI products can fulfill Texas’ CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Utah:  PLI’s on-demand web programs qualify as “self-study” credit. Attorneys are limited to 12 credits of self-study per reporting period.

Vermont:  PLI’s on-demand web programs qualify as “self-study” credit. Attorneys are limited to 10 credits of self-study per reporting period.

Virgin Islands:  All PLI products can fulfill the Virgin Islands’ CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Virginia:  PLI’s on-demand web programs qualify as “pre-recorded” credit. Attorneys are limited to 8 credits of pre-recorded programs per reporting period.

Washington:  PLI’s on-demand web programs qualify as “A/V” credit. Attorneys are limited to 22.5 credits of A/V programs per reporting period.

West Virginia:  PLI’s on-demand web programs qualify as “online” credit. Attorneys are limited to 12 credits of online instruction per reporting period.

Wisconsin:  PLI’s on-demand web programs qualify as “repeated, on-demand” credit. Attorneys are limited to 15 credits of repeated, on-demand programs per reporting period. No ethics credits can be earned via on-demand web programs.

Wyoming:  PLI’s on-demand web programs qualify as “self-study” credit. Attorneys are limited to 6 credits of self-study per reporting period.


CPD Jurisdictions

British Columbia (CPD-BC):  PLI’s on-demand web programs are not eligible for CPD-BC credit unless viewed with at least one other attorney or an articled student. In this case, the credit must be recorded as a “study group.”

Ontario (CPD-ON):  PLI’s on-demand web programs qualify as “recorded” credit. If viewed without a colleague, attorneys are limited to 6 credits of recorded programs per year. If viewed with at least one colleague, there is no limit to the number of credits that can be earned via recorded programs.

Quebec (CPD-QC):  PLI’s on-demand web programs can fulfill Quebec’s CPD requirements.

Hong Kong (CPD-HK):  PLI’s on-demand web programs are not approved for CPD-HK credit.

United Kingdom (CPD-UK):  PLI’s on-demand web programs can fulfill the United Kingdom’s CPD requirements.

Australia (CPD-AUS):  PLI’s on-demand web programs may fulfill Australia’s CPD requirements. Credit limits for on-demand web programs vary according to jurisdiction. Please refer to your jurisdiction’s CPD information page for specifics.


Other Credit Types

CPE Credit (NASBA):  Select on-demand web programs qualify as “QAS Self-Study” credit. Please check the Credit Information box on the right-hand side of this page to verify CPE credit availability.

IRS Continuing Education (IRS-CE):  PLI’s on-demand web programs may fulfill IRS-CE requirements. To request IRS-CE credit, please notify PLI at plicredits@pli.edu of your request and include your Preparer Tax Identification Number (PTIN).

Certified Fraud Examiner CPE:  PLI’s on-demand web programs may fulfill Certified Fraud Examiner CPE requirements. To request CPE credit or find out which programs offer CPE, please contact PLI at plicredits@pli.edu.

IAPP Continuing Privacy Credit (CPE):  PLI’s on-demand web programs may fulfill Privacy CPE credit requirements.

HR Recertification (HRCI):  PLI’s on-demand web programs may fulfill HR credit requirements.

SHRM Recertification (SHRM):  PLI’s on-demand web programs qualify as "self-paced" credit. SHRM professionals are limited to 30 credits of self-paced programs per recertification period.

Compliance Certification Board (CCB):  PLI’s on-demand web programs qualify as “self-study” credit. Candidates are limited to 10 self-study credits per 12-month period, and certification holders are limited to 20 self-study credits per 2-year renewal period.

Certified Anti-Money Laundering Specialists Certification (CAMS):  PLI’s on-demand web programs are not approved for CAMS credit.

New York State Social Worker Continuing Education (SW CPE):  PLI’s on-demand web programs are not approved for SW CPE credit.

American Bankers Association Professional Certification (ABA):  PLI’s on-demand web programs may fulfill ABA credit requirements.

 

Related Items

Live Programs  Live Programs

Directors' Institute on Corporate Governance (Sixteenth Annual) (New York, NY) Nov. 29, 2018

Handbook  Course Handbook Archive

Directors' Institute on Corporate Governance (Sixteenth Annual) 2018  
Directors' Institute on Corporate Governance (Fifteenth Annual) Jeffrey D Karpf, Cleary Gottlieb Steen & Hamilton LLP
Mark J Gentile, Richards, Layton & Finger, P.A.
Keir D Gumbs, Covington & Burling LLP
 
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