San Francisco, California
WEDNESDAY, NOVEMBER 12, 2014
(All times Pacific Standard Time)
9:00 am – 9:05 am
Welcome and Introduction
Presented by Mark D. Perlow and Richard M. Phillips
Mr. Phillips concentrates his practice in securities regulation,
particularly SEC enforcement, investment management and broker/
dealer matters. He previously held various positions on the SEC staff,
including Assistant to the Chairman; Assistant General Counsel; and
Staff Director of SEC Corporate Disclosure and Investment Company
Studies. You may reach him at 415.249.1010 or richard.phillips@
klgates.com.
Mr. Perlow’s practice focuses on investment management and
securities law. He regularly represents investment advisers, mutual
funds, fund boards of directors, hedge funds and broker-dealers
on a variety of regulatory and transactional matters. He served as
senior counsel in the Office of the General Counsel of the Securities
and Exchange Commission from 1998-1999 and in the SEC’s Division
of Enforcement from 1994-1997. He worked on regulatory initiatives
on fund governance, the scope of the securities laws online, personal
trading of investment personnel, and foreign custody of fund assets,
and advised the SEC on enforcement actions involving mutual funds
and investment advisers. You may reach him at 415.249.1070 or
mark.perlow@klgates.com.
9:05 am – 9:45 am
SEC Enforcement: Broken Windows or Smoke and Mirrors?
Presented by Mark D. Perlow and Richard M. Phillips
• The Increased Volume of Investment Management Cases
• More Sanctions, More Individuals Named
• The Whistleblower Program: Many Claims, Few Cases
• Admissions in Settlements: Much Ado About Little?
• Cooperation Credit: Where is the Credit?
San Francisco, California
WEDNESDAY, NOVEMBER 12, 2014
(All times Pacific Standard Time)
9:45 am –10:45 am CCO Roundtable: The National Examination Program in Action
Moderated by Mark D. Perlow with John Tavernetti, Osterweis Capital Management,
Debra Ann Early, Wells Fargo Funds and Christopher Stanley, Loring Ward
• Alternative Mutual Funds: Issues and Answers
• Social Media and Testimonials: New SEC Guidance
• Fixed Income Issues: Valuation, Best Execution, and Affiliated Transactions
• The Focus on Servicing Payments to Distributors
Mr. Tavernetti is Vice President and Chief Compliance Officer of
Osterweis Capital Management, a San Francisco based investment
adviser founded in 1983. The firm currently manages over $10.5 Billion
in fixed income and equity strategies via separate accounts and
registered investment companies. Mr. Tavernetti supervises all
regulatory and compliance issues with respect to the firm and its fifty
employees. Prior to joining Osterweis Capital Management in 2005,
Mr. Tavernetti served as Vice President and Senior Compliance Officer
at RCM Capital Management, a member of Allianz Global Investors.
From 1996 to 1999 he worked for Montgomery Asset Management in
San Francisco, first as a mutual fund Marketing Specialist and then as
a Compliance Officer.
Debra Ann Early is the chief compliance officer for Wells Fargo Funds
Management and Wells Fargo Advantage Funds®. She is responsible
for the compliance- and risk-related matters surrounding Wells Fargo
Advantage Funds, including compliance with the Investment Company
Act of 1940 and the Investment Advisers Act of 1940. She also serves
as the chief compliance officer for Wells Fargo Funds Distributor, LLC,
ensuring that the funds and the firm conform with U.S. Securities
and Exchange Commission (SEC) and Financial Industry Regulatory
Authority (FINRA) rules and regulations, as well as the restrictions
set forth in the funds’ prospectuses and statements of additional
information. Ms. Early has more than 20 years of experience in the
investment management industry. Prior to joining Wells Fargo Funds
Management in 2007, she served as chief financial officer and chief
compliance officer of Parnassus Investments and the Parnassus
Mutual Funds. She was also a senior manager at Pricewaterhouse
Coopers in both San Francisco and south Florida. She spent more
than five years at Citibank in a variety of operational positions.
Chris Stanley is the General Counsel and Chief Compliance officer
of the Loring Ward group of companies, which includes a registered
investment adviser, broker-dealer, and separate mutual fund company
(the SA Funds­–Investment Trust). He worked as a part-time legal
clerk at Loring Ward during law school, eventually transitioning into a
full-time role. He later served as the firm's Director of Compliance and
Chief Legal officer before assuming his current positions. Chris is an
attorney admitted to practice in California and the District of Columbia.
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San Francisco, California
WEDNESDAY, NOVEMBER 12, 2014
(All times Pacific Standard Time)
10:45 am –11:00 am
Break
11:00 am –11:45 am
ERISA Questions and Answers for Investment Managers
Presented by William P. Wade, Marc Mehrespand and Ruth Delaney
• The Consequences of Fiduciary Status
• QPAM and Other Exemptions
• Compliance Considerations
• Investment Considerations
Mr. Wade, a partner in the Los Angeles office, has assisted banks,
trust companies, investment advisers, and other financial institutions
in planning for and creating collective investment funds, proprietary
mutual funds, and other investment management vehicles, products,
and services for individual and institutional investors, including
employee benefit plans subject to ERISA. He has also assisted these
institutions in addressing legal problems arising under ERISA and
other fiduciary laws and applicable banking regulations. Before
entering private practice, Mr. Wade was inside counsel for a major
bank for more than ten years, where his responsibilities included
advising the bank’s trust and investment management departments
and affiliates. You may reach him at 310.552.5071 or william.wade
@klgates.com.
Mr. Mehrespand is a partner in the Washington, D.C. office. He
represents investment advisers, banks, broker-dealers and other
participants in the financial services industry in a practice that
encompasses the major federal securities and commodities laws
as well as general corporate law. In particular, Mr. Mehrespand
regularly works with clients to form and operate U.S. and offshore
private investment funds. He also registers newly formed investment
advisers, commodity pool operators, commodity trading advisors
and investment companies. You may reach him at 202.778.9191
or marc.mehrespand@klgates.com.
Ms. Delaney is an associate in the firm’s Los Angeles office. She
focuses her practice on advising domestic and offshore private fund
advisers on organizational, regulatory, and compliance issues. She
also assists clients with structuring private funds to comply with
ERISA or to avoid "plan asset" status and also assists institutional
clients with collective investment fund matters. You may reach her at
310.552.5068 or ruth.delaney@klgates.com.
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San Francisco, California
WEDNESDAY, NOVEMBER 12, 2014
(All times Pacific Standard Time)
11:45 am –12:30 pm The CFTC After the Gensler Era
Presented by Marc Mehrespand and Skanthan Vivekanandra
• CPO/CTA Developments
• Central Clearing
• SEFs: The First Year
Mr. Vivekananda, a partner in the Boston office, advises a wide variety
of financial institutions in connection with derivatives and structured
finance transactions, both from a transactional and regulatory
perspective. Among other things, Mr. Vivekananda counsels clients
in connection with bespoke derivatives products, such as swaps
(including interest rate, credit, foreign exchange and equity based
swaps), futures, options, securities lending agreements and
repurchase agreements. A large portion of Mr. Vivekananda's practice
also concerns the formation and structuring of cash and synthetic CDO
and CLO vehicles and other securitization vehicles. You may reach him
at 617.951.9074 or skanthan.vivekananda@klgates.com.
12:30 pm– 1:30 pm Lunch
1:30 pm – 2:45 pm CONCURRENT SESSIONS
Separate Registered Fund and Hedge Fund and Private Fund Tracks
(choose one Track)
Concurrent Session
1:30 pm – 2:45 pm
Registered Fund Track
Presented by Richard M. Phillips and Mark D. Perlow
• The Large Asset Manager Program and Systemic Risk Regulation
• The New Money Market Fund Rules
• The Proxy Adviser Guidance
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San Francisco, California
WEDNESDAY, NOVEMBER 12, 2014
(All times Pacific Standard Time)
Concurrent Session
1:30 pm – 2:45 pm
Hedge Fund and Private Fund Track
Presented by J. Matthew Mangan, Marc Mehrespand, Richard Guidice, Jr.,
and Sonia Gioseffi
• Presence Examinations: Status and Lessons
• Examination and Enforcement Focus Areas: Marketing, Expense Allocation
and Other Conflicts
• International Aspects of Fund Management
• Developments in Fund Terms
Mr. Mangan counsels investment advisers, private fund managers
and broker-dealers on a variety of fund formation, product structuring,
transactional, regulatory and compliance, and securities law matters.
He structures and documents U.S. and offshore private investment
funds and assists clients with a variety of state and federal regulatory
and compliance issues. He also represents government plans and
other institutional investors and represents individuals and entities
on securities enforcement matters involving the SEC, FINRA and
other regulatory authorities. He has substantial experience conducting
internal investigations in matters relating to securities regulation and
compliance. You may reach him at 415.249.1046 or matt.mangan@
klgates.com.
Ms. Gioseffi is an associate in the San Francisco office and
concentrates her practice in the investment management area,
where she focuses on a variety of regulatory, transactional and
counseling matters involving state and federal securities laws.
She advises sponsors regarding the organization and regulatory
requirements of private equity funds, venture capital funds, hedge
funds and other private investment funds. She also represents
institutional investors and public pension plans in connection with
their investments in private investment funds. You may reach her at
415.882.8006 or sonia.gioseffi@klgates.com.
Mr. Guidice, a partner in the New York and Seattle offices,
concentrates his practice in the investment management and
securities areas, with a particular emphasis on private fund formation
and compliance-related matters. He regularly advises clients (including
investment advisers, private domestic and offshore investment funds,
broker-dealers and financial institutions) on structuring, organization,
distribution, compliance and other regulatory issues. He also assists
clients undergoing SEC investigations and examinations. You may
reach him at 206.370.7614, 212.536.3900 or richard.guidice@klgates.
com.
END OF CONCURRENT SESSIONS
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San Francisco, California
WEDNESDAY, NOVEMBER 12, 2014
(All times Pacific Standard Time)
2:45 pm – 3:00 pm
Break
3:00 pm – 3:45 pm
Cybersecurity for Investment Management Firms:
Staying Ahead of Trouble and Responding When it Comes
Presented by András P. Teleki and Robert Innes, Schwab
• Identification of Risks: Networks, Employees, Investors, Vendors
• Process and Governance
• Where is the Government?
• What to Do if There is a Breach
• What to Expect Next
Mr. Teleki, a partner in Washington, D.C. office, focuses his practice
on regulatory compliance issues facing registered investment
companies, including mutual funds and closed-end funds, brokerdealers, investment advisers, unregistered funds, variable insurance
product issuers and distributors, and related service providers.
He also advises financial institutions on anti-money laundering
and OFAC issues. Mr. Teleki also has experience in corporate
governance and Sarbanes-Oxley issues. You may reach him at
202.778.9477 or andras.teleki@klgates.com.
Mr. Innes is Vice President and Associate General Counsel for
Charles Schwab & Co., Inc. In addition to supporting Schwab’s retail
broker-dealer and investment adviser business units and several
Schwab-affiliated investment advisers, he also serves as counsel to
The Charles Schwab Corporation information security and privacy
programs. You may reach him at (415) 667-0968 or robert.innes@
schwab.com.
3:45 pm – 4:00 pm
4:00 pm – 5:00 pm
Break
Regulatory Unpredictability: The New Normal? Views from the Industry
Moderated by Richard M. Phillips with Peter Mixon, Helane L. Morrison,
Hall Capital Partners LLC and David Smolen, GI Partners
Mr. Mixon is a partner in the Seattle office who has a broad practice
focused on serving the needs of institutional investors (including
public pension plans) and public entities. He specializes in formulating
and executing risk management and other legal strategy in the
context of financial disputes, regulatory investigations, investment
strategies, municipal insolvencies, and complex litigation. Mr. Mixon
also has extensive experience advising public boards and committees
on governance and fiduciary issues. Prior to joining K&L Gates, Mr.
Mixon served as General Counsel for the California Public Employees’
Retirement System for eleven years. You may reach him at
206.370.7802 or peter.mixon@klgates.com.
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San Francisco, California
WEDNESDAY, NOVEMBER 12, 2014
(All times Pacific Standard Time)
Helane L. Morrison is the General Counsel, Chief Compliance Officer,
and a Managing Director of Hall Capital Partners LLC. From 1997 to
2007, Ms. Morrison headed the San Francisco Office of the U.S.
Securities and Exchange Commission ("SEC") as Regional Director
and earlier District Administrator. From 1996 to 1999, Ms. Morrison
was head of enforcement for the San Francisco SEC office. Prior to
joining the SEC, Ms. Morrison was a partner at a San Francisco law
firm. Earlier, Ms. Morrison served as a law clerk for Supreme Court
Justice Harry A. Blackmun and Hon. Richard A. Posner of the U.S.
Court of Appeals for the Seventh Circuit.
David Smolen is the General Counsel & Chief Compliance Officer
of GI Partners. Prior to joining GI Partners, Mr. Smolen was Senior
Counsel & Chief Compliance Officer at Silver Lake. Prior to Silver
Lake, he was the General Counsel, CFO & COO of Fort Mason
Capital, a hedge fund specializing in growth capital investments.
Earlier in his career, Mr. Smolen co-founded a venture investing firm
focused on Latin America, practiced corporate law at a law firm in
New York, clerked for the Honorable Richard F. Suhrheinrich on the
United States Court of Appeals for the Sixth Circuit, and served as
a Peace Corps Volunteer in the Dominican Republic.
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