th annual rocky mountainexperts, don’t miss this conference! register today – seating is...

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47 TH ANNUAL Rocky Mountain Securities Conference LIVE PROGRAM & LIVE WEBCAST: THURSDAY, MAY 7, 2015 Live Program at the Denver Marriott City Center • 1701 California Street, Denver, CO TOPICS INCLUDE: Enforcement Update: Current National and Regional Priorities, Legal Developments, and Notable Cases The View from the Defense Side A Conversation with the Division of Corporation Finance Ethical Considerations in the SEC's Whistleblower Program Regulated Entities: Developments and Hot Topics Audit Committees: Operating in an Environment of Increased Regulatory Scrutiny NEWLY ADOPTED Regulation A+, Reg D and Crowdfunding: Practice and Regulatory Update General Counsel Roundtable The Boundaries of "Ethical" Representation - Defense and Enforcement Perspectives Flash Courses: • Cooperation: Pros and Cons • Litigating with the SEC: Does Forum Matter? • Fees and Expenses in an Evolving Asset Management Industry CLE CREDITS: Submitted for 8 General CLE Credits, including 2 Ethics Credits REGISTER FOR THIS PROGRAM ONLINE! Go to www.cobarcle.org The 47th Annual Rocky Mountain Securities Conference provides a line-up of presenters who are well known throughout the securities profession and whose observations have earned the respect and attention of the investment community. Hear from local, statewide, and national practice leaders! UNMATCHED NETWORKING OPPORTUNITIES! Co-sponsored by the U.S. Securities and Exchange Commission and the Business Law Section of the Colorado Bar Association The Rocky Mountain Region’s PREMIER securities conference presented by many of the country’s most knowledgeable securities practitioners!

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Page 1: TH ANNUAL Rocky MountainEXPERTS, DON’T MISS THIS CONFERENCE! Register today – seating is limited! CLE CREDITS:Submitted for 8 General CLE Credits, Including 2 Ethics Credits 7:00

47TH ANNUAL

Rocky Mountain Securities Conference

LIVE PROGRAM & LIVE WEBCAST: THURSDAY, MAY 7, 2015Live Program at the Denver Marriott City Center • 1701 California Street, Denver, CO

TOPICS INCLUDE:■ Enforcement Update: Current National and Regional Priorities, Legal

Developments, and Notable Cases■ The View from the Defense Side ■ A Conversation with the Division of Corporation Finance■ Ethical Considerations in the SEC's Whistleblower Program■ Regulated Entities: Developments and Hot Topics■ Audit Committees: Operating in an Environment of Increased

Regulatory Scrutiny■ NEWLY ADOPTED Regulation A+, Reg D and Crowdfunding: Practice and

Regulatory Update■ General Counsel Roundtable■ The Boundaries of "Ethical" Representation - Defense and

Enforcement Perspectives■ Flash Courses:

• Cooperation: Pros and Cons• Litigating with the SEC: Does Forum Matter? • Fees and Expenses in an Evolving Asset Management Industry

CLE CREDITS: Submitted for 8 General CLE Credits, including 2 Ethics Credits

REGISTER FOR THIS PROGRAM ONLINE! Go to www.cobarcle.org

The 47th Annual Rocky MountainSecurities Conference provides a

line-up of presenters who arewell known throughout the

securities profession and whoseobservations have earned therespect and attention of the

investment community.

Hear from local, statewide, andnational practice leaders!

UNMATCHED NETWORKINGOPPORTUNITIES!

Co-sponsored by the U.S. Securities and Exchange Commission and the Business Law Section of the Colorado Bar Association

The Rocky Mountain Region’s PREMIER securities conference presented by many of the country’s most knowledgeable securities practitioners!

Page 2: TH ANNUAL Rocky MountainEXPERTS, DON’T MISS THIS CONFERENCE! Register today – seating is limited! CLE CREDITS:Submitted for 8 General CLE Credits, Including 2 Ethics Credits 7:00

You would have to travel to Washington DC or New York payingthousands of dollars to find a conference that offers as much asthis for a fraction of the cost. Reserve your place and be part ofthis very special event right here in Denver!

IF YOU WANT TO GET THE FACTS FROM THEEXPERTS, DON’T MISS THIS CONFERENCE!

Register today – seating is limited!

CLE CREDITS: Submitted for 8 General CLE Credits, Including 2 Ethics Credits

7:00 am Registration

7:50 am Welcoming Remarks• Julie K. Lutz, Program Chair, Regional Director, SEC Denver• Gary Abrams, Executive Director, Colorado Bar Association CLE

8:00 am KEYNOTE ADDRESS: Honorable Mary Jo White, SEC Chair

8:30 am Enforcement UpdateJoin our panel of SEC and DOJ experts for an insightful analysis of current national and regional enforcement priorities, legal developments, and recent notable cases. • Andrew Ceresney, Director, Division of Enforcement, SEC• Joseph K. Brenner, Chief Counsel, Division of Enforcement, SEC Moderator: Thomas J. Krysa, Associate Regional Director, Division of Enforcement, SEC Denver

9:20 am Flash Course – Cooperation: Pros and ConsNow in its fifth year of operation, the SEC's cooperation program plays a critical role in an increasing number of enforcement cases. What are the benefits of cooperation, and are those benefits sufficient? Is it ever too late to cooperate - or too early? What considerations should drive defense counsel's evaluation of whether to enter into a cooperation agreement with the SEC? • Daniel F. Shea, Of Counsel, Hogan Lovells LLP, and former Regional Director, SEC • Ian S. Karpel, Assistant Regional Director, Division of Enforcement, SEC Denver

9:40 am Networking Break

10:00 am The View From the Defense SideThis panel of expert defense counsel and former SEC regional directors will discuss challenges in litigating and settling SEC enforcement cases, including: admissions of wrongdoing; increasing corporate and individual sanctions; a review of the SEC's "broken windows" approach and corporate sweeps; and whether Newman is a bright spot for defendants, at least in insider trading cases.• Merri Jo Gillette, Partner, Morgan Lewis and Bockius LLP, and former Regional Director, SEC • Randall J. Fons, Partner, Morrison Foerster LLP, and former Regional Director, SEC Moderator: Marc Fagel, Partner, Gibson, Dunn & Crutcher LLP, and former Regional Director, SEC

10:50 am Flash Course – Litigating with the SEC: Does Forum Matter? In recent years, the SEC has increasingly initiated litigation of enforcement cases in its administrative forum. What are the considerationsunderlying this trend? Is the administrative forum suitable for all types of enforcement actions? Are there advantages or disadvantages to litigating in this forum? What is the defense bar's stance toward litigating in the AP forum under the SEC's Rules of Practice?• Joseph K. Brenner, Chief Counsel, Division of Enforcement, SEC • Monica K. Loseman, Partner, Gibson, Dunn and Crutcher LLP

11:10 am A Conversation with the Division of Corporation FinanceJoin the Deputy Director of the SEC's Division of Corporation Finance in a wide-ranging discussion of new rule-makings, current division priorities, and other current developments. Time will be allotted for audience questions.• Shelley E. Parratt, Deputy Director, Division of Corporation Finance, SEC Moderator: Jeffrey A. Sherman, Vice President, Deputy General Counsel and Corporate Secretary, The Spectranetics Corporation

47TH ANNUAL

Rocky MountainSecurities ConferenceCo-sponsored by the U.S. Securities and Exchange Commissionand the Business Law Section of the Colorado Bar Association

LIVE PROGRAM & LIVE WEBCAST: MAY 7, 2015Live Program at the Denver Marriott City Center

PROGRAM AGENDA

Page 3: TH ANNUAL Rocky MountainEXPERTS, DON’T MISS THIS CONFERENCE! Register today – seating is limited! CLE CREDITS:Submitted for 8 General CLE Credits, Including 2 Ethics Credits 7:00

PROGRAM AGENDA continued

12:00 pm Luncheon and Speaker: Ethical Considerations in the SEC's Whistleblower ProgramSean McKessy, Chief, Office of the Whistleblower, SEC

1:20 pm Regulated Entities: Developments and Hot Topics Hear SEC and industry perspectives on new and emerging trends, risks, and issues; regulatory developments; and examination program priorities and initiatives.• Andrew Bowden, Director, Office of Compliance Inspections and Examinations, SEC • Mary Keefe, Director of Compliance for Nuveen Investments, and former Regional Director, SEC• John H. Walsh, Partner, Sutherland Asbill & Brennan LLP Moderator: Thomas M. Piccone, Associate Regional Director, Office of Compliance Inspections and Examinations, SEC Denver

2:10 pm Flash Course – Fees and Expenses in an Evolving Asset Management Industry The asset management industry is experiencing fundamental changes, including: migration from traditional brokerage and retirement accounts to managed accounts; increased Commission scrutiny of private funds; and the proliferation of registered funds using alternative investments or strategies. What are the concerns of the SEC's examination and enforcement groups as to the fee arrangements of these investments?• Kurt L. Gottschall, Assistant Regional Director, Asset Management Unit, SEC Denver• Nicholas F. Madsen, Assistant Regional Director, Investment Adviser/Investment Company Examination Program, SEC Denver

2:30 pm Networking Break

2:40 pm General Counsel RoundtableThis session features talented general counsels with unique perspectives concerning managing the risks of data privacy in the face ofincreased cyber-attacks; pitfalls and opportunities of annual board assessments; and best practices for dealing with activist investors.• Daniel L. Jablonsky, Senior Vice President and General Counsel, DigitalGlobe, Inc. • Margaret McLean, Senior Vice President and General Counsel, Teletech Holdings Inc.Moderator: Daniel F. Shea, Of Counsel, Hogan Lovells LLP, and former Regional Director, SEC

3:30 pm The Boundaries of "Ethical" Representation – Defense and Enforcement Perspectives This interactive and engaging session will focus on conflicts arising from multiple party representation; waiver of attorney client privilege; internal investigations; limits on charges of improper conduct by opposing counsel; and recent developments in discipline of attorneys appearing and practicing before the Commission.• Matthew T. Kirsch, Chief, Criminal Division, United States Attorney's Office• Holly Stein Sollod, Partner, Holland & Hart LLP• Andrew Shoemaker, Partner, Shoemaker Ghiselli + Schwartz, LLCModerator: Gregory A. Kasper, Supervisory Trial Counsel, SEC Denver

4:20 pm Break

BREAKOUT SESSIONS BEGIN - PLEASE SELECT ONE SESSION TO ATTEND

4:30 pm

5:10 pm Adjourn

SESSION A: The Increasing Responsibilities of Audit CommitteesIs the Audit Committee evolving into the 'everything committee'? Fromthe perspective of those serving on audit committees and thosecommenting on recent governance trends, the resounding answer is'yes'! This panel of experienced audit committee experts, each of whombrings a particular perspective to the discussion, will focus primarily onhow audit committee members can effectively prioritize their everexpanding agenda. • James R. Doty, Chairman, Public Company Accounting

Oversight Board • Scott A. Taub, Managing Partner, Financial Reporting Advisors,

LLC, and Compliance Weekly Contributor• John F. Olson, Partner, Gibson, Dunn & Crutcher LLP Moderator: Elizabeth Stapp, Instructor, Center for Education on SocialResponsibility, Leeds School of Business, University of Colorado at Boulder

SESSION B: NEWLY ADOPTED RegulationA+, Reg D and Crowdfunding: Practice andRegulatory Update This session will include practice pointers and lurkinglegal pitfalls in general solicitations under RegulationD, 506(c); Colorado's Crowdfunding Initiative; theinterplay of state regulation, portals, and the SEC'sproposed rules; and an update on SEC regulatoryefforts on Reg D and crowdfunding.• Gerald Rome, Commissioner, Colorado Division

of Securities• Richard B. Levin, Counsel, Baker and Hostetler• Elizabeth Karpinski Vonne, Partner, Davis,

Graham & Stubbs LLPModerator: Reid A. Godbolt, President, Jones & Keller

1 ETHICSCREDIT

1 ETHICSCREDIT

Page 4: TH ANNUAL Rocky MountainEXPERTS, DON’T MISS THIS CONFERENCE! Register today – seating is limited! CLE CREDITS:Submitted for 8 General CLE Credits, Including 2 Ethics Credits 7:00

PLANNING COMMITTEEJulie K. Lutz, Program ChairRegional DirectorSecurities and Exchange CommissionDenver, CO

George CurtisPartnerGibson, Dunn & Crutcher, LLP Former Regional DirectorSecurities and Exchange CommissionDenver, CO

Robert DavenportJones & Keller, PCOf CounselFormer Regional DirectorSecurities and Exchange CommissionDenver, CO

Randall J. FonsPartnerMorrison & Foerster LLPFormer Regional DirectorSecurities and Exchange CommissionDenver, CO

Donald HoerlConsultant and Former RegionalDirectorSecurities and Exchange CommissionDenver, CO

Daniel F. SheaOf CounselHogan Lovells LLPFormer Regional DirectorSecurities and Exchange CommissionDenver, CO

COMMISSIONERHonorable Mary Jo White ChairSecurities and Exchange CommissionWashington, DC

FACULTYAndrew BowdenDirectorOffice of Compliance Inspectionsand ExaminationsSecurities and Exchange CommissionWashington, DC

Joseph K. BrennerChief CounselDivision of EnforcementSecurities and Exchange CommissionWashington, DC

Andrew CeresneyDirectorDivision of EnforcementSecurities and Exchange CommissionWashington, DC

James R. DotyChairmanPublic Company AccountingOversight BoardWashington, DC

Marc FagelPartnerGibson, Dunn & Crutcher LLPFormer Regional DirectorSecurities and Exchange CommissionSan Francisco, CA

Randall J. FonsPartnerMorrison & Foerster LLPFormer Regional DirectorSecurities and Exchange CommissionDenver, CO

Merri Jo GillettePartnerMorgan Lewis and Bockius LLPFormer Regional DirectorSecurities and Exchange CommissionChicago, IL

Reid A. GodboltPresident Jones & Keller, PCDenver, CO

Kurt L. GottschallAssistant DirectorAsset Management UnitSecurities and Exchange CommissionDenver, CO

Daniel L. JablonskySr. Vice President and General CounselDigitalGlobe, Inc.Longmont, CO

Ian S. KarpelAssistant Regional DirectorSecurities and Exchange CommissionDenver, CO

Elizabeth Karpinski VonnePartnerDavis Graham & Stubbs LLPDenver, CO

Gregory A. KasperSupervisory Trial CounselSecurities and Exchange CommissionDenver, CO

Mary KeefeDirector of ComplianceNuveen InvestmentsFormer Regional DirectorSecurities and Exchange CommissionChicago, IL

Matthew T. KirschUS Attorney's Office District of ColoradoDenver, CO

Thomas J. KrysaAssociate Regional DirectorDivision of EnforcementSecurities and Exchange CommissionDenver, CO

Richard B. LevinOf CounselBaker and HostetlerDenver, CO

Monica K. LosemanPartnerGibson, Dunn & Crutcher LLPDenver, CO

Nicholas F. MadsenAssistant Regional DirectorInvestment Adviser/InvestmentCompany Examination ProgramSecurities and Exchange CommissionDenver, CO

Sean McKessyChiefOffice of the WhistleblowerSecurities and Exchange CommissionWashington, DC

Margaret McLeanSr. Vice President and General CounselTeletech Holdings, Inc.Englewood, CO

Shelley E. ParrattDeputy DirectorDivision of Corporation FinanceSecurities and Exchange CommissionWashington, DC

Thomas M. PicconeAssociate Regional DirectorOffice of Compliance Inspections andExaminationsSecurities and Exchange CommissionDenver, CO

Gerald RomeCommissionerColorado Division of SecuritiesDenver, CO

Daniel F. SheaOf CounselHogan Lovells LLPFormer Regional DirectorSecurities and Exchange CommissionDenver, CO

Jeffrey A. ShermanVice President, Deputy GeneralCounsel and Corporate SecretaryThe Spectranetics CorporationColorado Springs, CO

Andrew ShoemakerPartnerShoemaker Ghiselli + Schwartz, LLCBoulder, CO

Holly Stein SollodPartnerHolland & Hart LLPDenver, CO

Elizabeth StappInstructorCenter for Education on SocialResponsibilityLeeds School of BusinessUniversity of ColoradoBoulder, CO

Scott TaubManaging PartnerFinancial Resporting Advisors, LLCCompliance Weekly ContributorChicago, IL

John H. WalshPartnerSutherland Asbill & Brennan LLPWashington, DC

LODGING INFORMATION:The Conference is being held at the

Denver Marriott City Center1701 California Street

Denver, CO 80202

Rooms may be available at the Denver Marriott CIty Center. Room rates start at $189 plus applicable taxes. Please go to https://resweb.passkey.com/Resweb.do?mode=welcome_ei_new&eventID=12620607 in order to make your reservation online, or call Reservations toll free at 1-877-303-0104.

Please make your reservation by April 15, 2015.

Page 5: TH ANNUAL Rocky MountainEXPERTS, DON’T MISS THIS CONFERENCE! Register today – seating is limited! CLE CREDITS:Submitted for 8 General CLE Credits, Including 2 Ethics Credits 7:00

47TH Annual Rocky Mountain Securities ConferenceCo-sponsored by the U.S. Securities and Exchange Commission and the Business Law Section of the Colorado Bar Association

Price

Shipping & Handling

Subtotal

Applicable Sales Tax (7.62% Denver, 4% RTD and 2.9% rest of Colo.)

HOMESTUDY TOTAL

$

$

$

$

$

10.95

NOTE: Shipping & handling only applies to ordersyou receive via mail. Materials will be mailed to you approximately 2 weeks after live program.

HOMESTUDY FORMAT & CREDITS: Homestudy is available in 3 formats: MP3 AudioDownload, Video on Demand video download, or CD-Rom. When ordering, pleaseindicate which format you wish to receive. Submitted for 9 General CLE Credits,

including 2 Ethics Credit.

STEP 1 - SELECT DESIRED PRODUCT FORMAT:

❏ MP3 Audio Download ( BL050715J) ❏ Video-On-Demand ( BL050715J)

❏ Paper course materials and recorded homestudy on CD-Rom ( BL050715D)

STEP 2 - SELECT PAYMENT CATEGORY:

❏ Non-member: ............................................................................................................$409

❏ CBA Member: ............................................................................................................$369

❏ Elite CLE Pass Holder: (MP3 ONLY) ....................................................................FREE

❏ Basic CLE Pass Holder: (MP3 ONLY) ..................................................................FREE

NOTE: Step 3 is for course materials only purchases. Skip this step if you purchased the HOMESTUDY.

STEP 3 - COURSE MATERIALS ONLY: (Paper Only - BL050715C):

❏ Non-member: $159 ❏ CBA Member: $129

LIVE PROGRAM ORDER FORM HOMESTUDY ORDER FORM

Your course tuition includes: Course materials (please select paper or digital), and admission to the entire Conference, including lunch.You MUST indicate if you plan to attend the luncheon or one will

not be ordered for you.

STEP 1 - REGISTRATION TYPE: (Select live program or live webcast)

❏ LIVE PROGRAM: MAY 7, 2015 - At the Denver Marriott City Center (BL050715L)

❏ LIVE WEBCAST: MAY 7, 2015 - Must have access to high-speed internet (BL050715W)

STEP 2 - REGISTRATION TUITION:

❏ Non-Member: ........................................................................................................$409

❏ CBA Member: ........................................................................................................$369

❏ Colorado CPA Society Member: ............................................................................$369

❏ CBA Business Law Section Member: ....................................................................$329

❏ Government Employee:..........................................................................................$329

❏ New Lawyer – CBA Business Law Section Member:............................................$249

❏ Securities & Exchange Commission Employee/ Regulators: ................................$125

❏ CLE Elite Pass Holder: ..................................................................................$189

STEP 3 - LUNCHEON:

❏ YES - I will attend the luncheon ❏ I require a vegetarian selection

❏ NO - I will not attend the luncheon

STEP 4 - SELECT MATERIALS FORMAT (Please Select One):

❏ Materials on Flash Drive (pick up at seminar)❏ Printed Book (pick up at seminar)

LIVE PROGRAMTOTAL $

Register by PHONEwhen using VISA, MC or AmEx

In Denver: (303) 860-0608Toll-Free: (888) 860-2531

Or FAX form towhen using VISA, MC or AmEx

FAX to: (303) 860-0624

Or MAIL form toCLE in Colorado1900 Grant St, Suite 300Denver, CO 80203-4303

Or Register ONLINEwhen using VISA, MC or AmEx

Go to www.cobarcle.org

CANCELLATION POLICY: If you are unable to attend, please notify CBA-CLE by May 1, 2015 and we will gladly refund your tuition in full, transfer yourtuition to the homestudy, or you may send someone in your place. Cancellations after May 1 will be refunded less a $100 cancellation fee.

Name ____________________________________________________________ Atty. Reg. # __________________________________________________________________________________________________________________

Firm/Organization ______________________________________________________________________________________________________________________________________

E-Mail Address ____________________________________________________________________________________________________________________________________________________________________________________

Street Address ____________________________________________________________________________________________________________________________________________________________

City ________________________________________________________________________________________ State ________________________ Zip ____________________________________

Telephone ( ) ______________________________________________________ Fax ( )______________________________________________________________

PAYMENT METHOD:

❏ Enclosed is my check made payable to CBA-CLE ❏ VISA ❏ MasterCard ❏ AmEx

Credit Card #____________________________________________________________________________________________ Exp. Date __________________________________________

Signature ____________________________________________________________________________________________________________________________________________________________________________________________________________________________Required for credit card orders

CLE Use Only: Check #:______________________________________________________________________________________ Approval #: ______________________________________________________________________________

Page 6: TH ANNUAL Rocky MountainEXPERTS, DON’T MISS THIS CONFERENCE! Register today – seating is limited! CLE CREDITS:Submitted for 8 General CLE Credits, Including 2 Ethics Credits 7:00

1900 Grant Street, Suite 300, Denver, Colorado 80203-4303

Nonprofit Org.U.S. Postage PaidPermit No. 1638

Denver, CO

REGISTER ONLINE! Go to www.cobarcle.org

47TH ANNUAL

Rocky Mountain Securities Conference

LIVE PROGRAM & LIVE WEBCAST: THURSDAY, MAY 7, 2015Live Program at the Denver Marriott City Center • 1701 California Street, Denver, CO

Co-sponsored by the U.S. Securities and Exchange Commission and theBusiness Law Section of the Colorado Bar Association

REGISTER FOR THIS PROGRAM ONLINE! Go to www.cobarcle.org

The Rocky Mountain Region’s PREMIER securities conference!

UNMATCHED NETWORKING

OPPORTUNITIES!Hear from local,statewide, and

national practiceleaders!

UNMATCHED NETWORKING

OPPORTUNITIES!Hear from local,statewide, and

national practiceleaders!

47TH ANNUAL

Rocky Mountain Securities ConferenceCo-sponsored by the U.S. Securities and Exchange Commission and the Business Law Section of the Colorado Bar Association

LIVE PROGRAM & LIVE WEBCAST: MAY 7, 2015Live Program at the Denver Marriott City Center

Submitted for 8 General CLE Credits, including 2 Ethics Credits

The Rocky Mountain Region’s PREMIER securities conference!