University of Texas School of Law
38th Annual Conference on
Securities and Business Law
Dallas Feb 11-12, 2016 Cityplace Conference Center
Conference Concluded
Related products: eConferences, Materials
PRESENTED WITH
The Texas State Securities Board
The Fort Worth Regional Office of the U.S. Securities and Exchange Commission
The Business Law Section of the State Bar of Texas

UT Law CLE

2016 Conference on Securities and Business Law

Program Features
The 38th Annual Conference on Securities and Business Law features comprehensive discussions of fiduciary duties and liabilities and best practices for preparing and responding to inquiries for those representing clients in business, financial and governance matters. 
2016 highlights include:
  • Focused series of presentations on Gatekeeper Duties and Liabilities, When It All Goes Wrong: Preparing for and Managing the Fallout, and Fiduciary Duties of Governing Persons of Business Entities
  • Learn the latest about cybersecurity policies and protections and best practices for your office and your clients to be prepared for what’s next with Erin Nealy Cox, Stroz Friedberg, Dallas, TX, Associate Regional Director for Examinations Marshall M. Gandy, U.S. Securities and Exchange Commission, Fort Worth, TX, and Richard J. Johnson, Jones Day, Dallas, TX
  • John A. Terrill II, Heckscher, Teillon, Terrill & Sager P.C., West Conshohocken, PA, presents The Financial Action Task Force and the Role of Lawyers in Combating Money Laundering and Terrorist Financing
  • A deep dive into the fiduciary duties of governing persons panel discussion led by Byron F. Egan, Jackson Walker, LLP, Dallas, TX, with Hon. Sam Glasscock III, Delaware Court of Chancery, Georgetown, DE, James R. Griffin, Weil, Gotshal & Manges LLP, Redwood City, CA, Mark A. Morton, Potter Anderson & Corroon LLP, Wilmington, DE, and former Chief Justice of the Delaware Supreme Court, Myron T. Steele, Potter Anderson & Corroon LLP, Wilmington, DE
  • Invaluable networking opportunities with program faculty and attendees throughout, including the Thursday Evening Reception in the 42nd Floor Club, which provides a breathtaking view of the Dallas skyline 
Come a day early for the 2016 Securities and Business Law Primer: Drafting Governing Documents for LLCs to explore the common challenges and pitfalls when preparing to organize in Texas as a Limited Liability Company.
 
The conference is jointly presented by The University of Texas School of Law, the Texas State Securities Board, the Fort Worth District Office of the U.S. Securities and Exchange Commission, and the Business Law Section of the State Bar of Texas. 

UT Law CLE

2016 Conference on Securities and Business Law

10/23/19
Schedule

Thursday Morning, Feb. 11, 2016

Presiding Officer:
Jason M. Daniel, Akin Gump Strauss Hauer & Feld LLP - Dallas, TX

7:30 am
Registration Opens

Includes continental breakfast.

8:20 am
Welcoming Remarks

Gatekeeper Duties and Liabilities

8:30 am

1.75 hrs
0.25 hr ethics

The Fundamentals of Fiduciary Duty

An understanding of the nature of fiduciary duty is essential to any successful practice. Refresh your understanding with a survey of the evolution of fiduciary duty, from its derivation from agency principles to its current definitions under various governing acts and rules.

Elizabeth S. Miller, Baylor Law School - Waco, TX
Douglas K. Moll, University of Houston Law Center - Houston, TX
Douglas K. Rudley, Southern Methodist University Dedman School of Law - Dallas, TX

10:15 am
Networking Break

Meet your fellow attendees, catch up with old connections and make some new ones!

10:45 am

0.75 hr
0.50 hr ethics

Where Were the Lawyers and Accountants?

Review primary liability under Section 10(b) of the Exchange Act for misstatements or omissions of attorneys, accountants and other secondary actors in the wake of Janus.

Mark G. Johnson, Winstead PC - Dallas, TX
Andrew J. Ostapko, Winstead PC - Dallas, TX

11:30 am

1.00 hr

The Intermediaries: Broker and Investment Adviser Duties in 2016

Explore the latest on broker and investment adviser duties, and gain practical tips on how to navigate the changing landscape. What is the status of these duties today? Where might they be heading? What might a “uniform fiduciary” standard look like? What impact will the new rules for ERISA fiduciaries proposed by the Department of Labor have on advisers and brokers dealing with ERISA, IRA or pension fund clients and the services provided to such clients? 

John R. Fahy, Whitaker Chalk Swindle & Schwartz PLLC - Fort Worth, TX
Chris M. Kang, Haynes and Boone, LLP - Dallas, TX
Eliot D. Raffkind, Akin Gump Strauss Hauer & Feld LLP - Dallas, TX

 
12:30 pm
Pick Up Lunch

Included in registration.

Thursday Afternoon, Feb. 11, 2016

Presiding Officer:
Shanna Nugent, The Law Offices of Shanna Nugent, P.C. - Addison, TX

LUNCHEON PRESENTATION

12:50 pm

1.00 hr
0.50 hr ethics

The Financial Action Task Force and the Role of Lawyers in Combating Money Laundering and Terrorist Financing

Learn how the international community, acting through the Financial Action Task Force on Money Laundering (FATF), is seeking to engage lawyers around the world—including American lawyers—as participants in the war against money laundering and terrorist financing. The responses by the organized Bar in the United States to these efforts are also reviewed.

John A. Terrill II, Heckscher, Teillon, Terrill & Sager P.C. - West Conshohocken, PA

1:50 pm
Break

 

Gakekeeper Duties and Liabilities (continued)

2:05 pm

0.75 hr

Litigation and Enforcement in the C-Suite

Hear the latest developments in litigation and enforcement actions against corporate officers and get advice on how to help officers fulfill their fiduciary duties and avoid becoming a target.

C. Shawn Cleveland, Jones Day - Dallas, TX
Roger L. Mandel, Lackey Hershman, L.L.P. - Dallas, TX
Marc I. Steinberg, Southern Methodist University Dedman School of Law - Dallas, TX

 

When It All Goes Wrong: Preparing For and Managing the Fallout

2:50 pm

0.75 hr

What to Do When the Government Comes Knocking

When the government knocks at your door, will you be ready? Learn how to avoid common pitfalls when you respond to regulatory inquiries, requests, subpoenas, and threatened litigation.

Kit Addleman, Haynes and Boone, LLP - Dallas, TX
Shamoil T. Shipchandler, Regional Director, Fort Worth Regional Office, U.S. Securities and Exchange Commission - Fort Worth, TX

3:35 pm
Break

3:45 pm

0.75 hr

Hot Issues in Private Securities Litigation—State and Federal

After the Supreme Court’s decision in Halliburton II, federal securities fraud class actions retain their viability, but defendants have significant procedural pretrial advantages. Many securities plaintiffs continue to turn to state “blue sky” laws as alternatives, especially in “aiding and abetting” cases. Hear the latest on private securities litigation, including the “Halliburton III” battles over “price impact” affecting class certification in federal class actions.

Moderator:
Zach Wolfe, Fleckman & McGlynn, PLLC - The Woodlands, TX
Panelists:
Nelson S. Ebaugh, Nelson S. Ebaugh, P.C. - Houston, TX
Roger B. Greenberg, Sponsel Miller Greenberg PLLC - Houston, TX

4:30 pm

0.75 hr

Cybersecurity in 2016

Cybersecurity is an increasingly important issue in business and for regulated entities. With the SEC proposing anti-money laundering regulations for investment advisers and bringing an enforcement action against a broker for inadequate cyber-policies and protections, are you prepared for what's next? Learn the latest about this topic and best practices for your office and your clients.

Marshall M. Gandy, U.S. Securities and Exchange Commission - Fort Worth, TX
Richard J. Johnson, Jones Day - Dallas, TX
Chad M. Pinson, Stroz Friedberg - Dallas, TX

5:15 pm

0.50 hr

Limiting the Liability: Directors’ and Officers’ Indemnification and Insurance

Discussion of recent developments and pointers regarding two tools to limit the liability of corporate Directors and Officers—1) insurance coverage for Ds and Os; and 2) corporate indemnification and advancement provisions. 

Ernest Martin Jr., Haynes and Boone, LLP - Dallas, TX
Richard A. Tulli, Gardere Wynne Sewell LLP - Dallas, TX

 
5:45 pm
Adjourn

Networking Reception (5:45 p.m. - 6:45 p.m.)

Join us for drinks and hors d'oeuvres with program faculty and attendees.

Friday Morning, Feb. 12, 2016

Presiding Officer:
Denise Voigt Crawford, Securities Consultant - Austin, TX

7:30 am
Conference Room Opens

Includes continental breakfast.

Fiduciary Duties of Governing Persons of Business Entities

8:30 am

0.50 hr

Derivative and Double Derivative Litigation: The New Legal Frontier in Shareholder Litigation after Ritchie v. Rupe

The Texas Supreme Court’s decision in Ritchie v. Rupe in June 2014 largely eliminated state law claims by minority shareholders based on oppressive conduct by majority owners, but the Court’s decision did not eliminate conflicts between majority and minority owners. The resulting legal landscape is one in which minority shareholders are pursuing breach of fiduciary duty claims against majority owners on a derivative basis. Review post-Ritchie legal developments with a focus on issues related to shareholder derivative litigation in the private company context. 

Ladd A. Hirsch, Diamond McCarthy LLP - Dallas, TX
Jason Fulton, Diamond McCarthy LLP - Dallas, TX

9:00 am

1.50 hrs
1.00 hr ethics

Fiduciary Duties of Governing Persons of Business Entities

Explore current issues regarding the fiduciary duties of directors and other governing persons of entities organized in Texas and Delaware.

Moderator:
Byron F. Egan, Jackson Walker L.L.P. - Dallas, TX
Panelists:
Hon. Sam Glasscock III, Delaware Court of Chancery - Georgetown, DE
James R. Griffin, Weil, Gotshal & Manges LLP - Redwood City, CA
Mark A. Morton, Potter Anderson & Corroon LLP - Wilmington, DE
Myron T. Steele, Potter Anderson & Corroon LLP - Wilmington, DE

10:30 am
Break

10:45 am

1.00 hr

Fiduciary Duties of Governing Persons of Business Entities, continued

Moderator:
Byron F. Egan, Jackson Walker L.L.P. - Dallas, TX
Panelists:
Hon. Sam Glasscock III, Delaware Court of Chancery - Georgetown, DE
James R. Griffin, Weil, Gotshal & Manges LLP - Redwood City, CA
Mark A. Morton, Potter Anderson & Corroon LLP - Wilmington, DE
Myron T. Steele, Potter Anderson & Corroon LLP - Wilmington, DE

11:45 am

1.00 hr

Common Issues and Mistakes in Drafting Governing Documents

Best practices and practical tips on avoiding mistakes and traps when drafting governance documents, with a focus on Texas partnerships and LLCs.

Hillary H. Holmes, Baker Botts - Houston, TX
Bradley L. Whitlock, Scheef & Stone, L.L.P. - Dallas, TX

 
12:45 pm
Adjourn

UT Law CLE

2016 Conference on Securities and Business Law

Faculty

Conference Faculty

Kit Addleman
Haynes and Boone, LLP
Dallas, TX
C. Shawn Cleveland
Jones Day
Dallas, TX
Nelson S. Ebaugh
Nelson S. Ebaugh, P.C.
Houston, TX
Byron F. Egan
Jackson Walker L.L.P.
Dallas, TX
John R. Fahy
Whitaker Chalk Swindle & Schwartz PLLC
Fort Worth, TX
Jason Fulton
Diamond McCarthy LLP
Dallas, TX
Marshall M. Gandy
U.S. Securities and Exchange Commission
Fort Worth, TX
Hon. Sam Glasscock III
Delaware Court of Chancery
Georgetown, DE
Roger B. Greenberg
Sponsel Miller Greenberg PLLC
Houston, TX
James R. Griffin
Weil, Gotshal & Manges LLP
Redwood City, CA
Ladd A. Hirsch
Diamond McCarthy LLP
Dallas, TX
Hillary H. Holmes
Baker Botts
Houston, TX
Mark G. Johnson
Winstead PC
Dallas, TX
Richard J. Johnson
Jones Day
Dallas, TX
Chris M. Kang
Haynes and Boone, LLP
Dallas, TX
Roger L. Mandel
Lackey Hershman, L.L.P.
Dallas, TX
Ernest Martin Jr.
Haynes and Boone, LLP
Dallas, TX
Elizabeth S. Miller
Baylor Law School
Waco, TX
Douglas K. Moll
University of Houston Law Center
Houston, TX
Mark A. Morton
Potter Anderson & Corroon LLP
Wilmington, DE
Andrew J. Ostapko
Winstead PC
Dallas, TX
Chad M. Pinson
Stroz Friedberg
Dallas, TX
Eliot D. Raffkind
Akin Gump Strauss Hauer & Feld LLP
Dallas, TX
Douglas K. Rudley
Southern Methodist University Dedman School of Law
Dallas, TX
Shamoil T. Shipchandler
Regional Director, Fort Worth Regional Office, U.S. Securities and Exchange Commission
Fort Worth, TX
Myron T. Steele
Potter Anderson & Corroon LLP
Wilmington, DE
Marc I. Steinberg
Southern Methodist University Dedman School of Law
Dallas, TX
John A. Terrill II
Heckscher, Teillon, Terrill & Sager P.C.
West Conshohocken, PA
Richard A. Tulli
Gardere Wynne Sewell LLP
Dallas, TX
Bradley L. Whitlock
Scheef & Stone, L.L.P.
Dallas, TX
Zach Wolfe
Fleckman & McGlynn, PLLC
The Woodlands, TX

Planning Committee

Carol Bavousett Mattick—Co-Chair
CBM PLLC
San Antonio, TX
Shanna Nugent—Co-Chair
The Law Offices of Shanna Nugent, P.C.
Addison, TX
Kit Addleman
Haynes and Boone, LLP
Dallas, TX
Douglas W. Clayton
Cantey Hanger LLP
Fort Worth, TX
J. Rowland Cook
Winstead PC
Austin, TX
Denise Voigt Crawford
Securities Consultant
Austin, TX
Jason M. Daniel
Akin Gump Strauss Hauer & Feld LLP
Dallas, TX
Byron F. Egan
Jackson Walker L.L.P.
Dallas, TX
John R. Fahy
Whitaker Chalk Swindle & Schwartz PLLC
Fort Worth, TX
Marshall M. Gandy
U.S. Securities and Exchange Commission
Fort Worth, TX
Stephen M. Gill
Vinson & Elkins LLP
Houston, TX
Roger B. Greenberg
Sponsel Miller Greenberg PLLC
Houston, TX
George T. Lee III
Gardere Wynne Sewell LLP
Dallas, TX
J.R. Morgan
J.R. Morgan LLP
Austin, TX
John Morgan
Texas State Securities Board
Austin, TX
Daryl B. Robertson
Hunton & Williams LLP
Dallas, TX
Deborah Salzberg
The University of Texas School of Law
Austin, TX
Allen Sparkman
Sparkman + Foote LLP
Houston, TX
James Spindler
The University of Texas School of Law
Austin, TX
Wayne M. Whitaker
Whitaker Chalk Swindle & Schwartz PLLC
Fort Worth, TX
Zach Wolfe
Fleckman & McGlynn, PLLC
The Woodlands, TX
David R. Woodcock
Jones Day
Dallas, TX
Thomas G. Zentner III
Vinson & Elkins LLP
Houston, TX

UT Law CLE

2016 Conference on Securities and Business Law

Credit Information

MCLE Credit

Texas
12.00 hrs  |  2.25 hrs Ethics
Legal Specialization(s): Administrative Law, Criminal Appellate Law, Criminal Law
Additional Information
A Texas MCLE Reporting Form will be included in your course materials. Please complete and return to the registration desk and UT Law CLE will report credit on your behalf to the State Bar of Texas, or you can self-report your credit directly to the State Bar of Texas at texasbar.com. A Certificate of Attendance will be provided at the conference to keep for your records.  
California
12.00 hrs  |  2.25 hrs Ethics
Additional Information
At the conference, you will need to sign in on the Record of Attendance form at the registration desk. Self-report your CLE credit directly to the State Bar of California at calbar.ca.gov. You will receive a Certificate of Attendance at the conference to keep for your records. UT Law CLE will maintain Attendance Records for four years.  
Oklahoma
14.50 hrs  |  2.50 hrs Ethics
Additional Information
At the conference, you will need to sign in on the Record of Attendance form at the registration desk. You will receive a Certificate of Attendance at the conference to keep for your records. UT Law CLE will report credit on your behalf to the Oklahoma Bar Association within 30 days after the conference.
Other States
Note on Self-Reporting Your Credits in Another State
If you wish to satisfy MCLE or other professional education requirements in another state for a program offered by the University of Texas School of Law, please check with the state bar or other licensing authority in that state before taking the program to ensure it will qualify for self-reporting your credits.

Other Credit

TX Accounting CPE
14.50 hrs
Additional Information
The University of Texas School of Law (Provider #250) live conferences are presumptively approved by The Texas State Board of Public Accountancy for Texas Accounting CPE credit based on a 50-minute credit hour. Approved for general CPE credit only.

At the conference, you will need to sign in on the Accounting CPE Record of Attendance form at the registration desk. You will receive a Texas Accounting Certificate of Completion at the conference for your records. Self-report your CPE credit directly to TSBPA. UT Law CLE will maintain Attendance Records for four years.  

UT Law CLE

2016 Conference on Securities and Business Law

Key Dates

Dallas

  • Last day for Individual early registration: Feb 5, 2016
    Add $50 for registrations received after this time
  • Last day for Business Law Section Member early registration: Feb 5, 2016
    Add $50 for registrations received after this time
  • Last day for SEC and TSSB Employee early registration: Feb 5, 2016
    Add $50 for registrations received after this time
  • Last day for Group Special 1 early registration: Feb 3, 2016
    Add $50 for registrations received after this time
  • Last day for Group Special 2 early registration: Feb 3, 2016
    Add $50 for registrations received after this time
  • Last day for cancellation (full refund): Feb 5, 2016
  • Last day for cancellation (partial refund): Feb 8, 2016
    $50 processing fee applied

UT Law CLE

2016 Conference on Securities and Business Law

Hotel / Venue

Dallas

Cityplace Conference Center

2711 North Haskell Avenue
Dallas, TX
214.515.5100
Map


Nearby Hotel Accommodations

Warwick Melrose Hotel Dallas

3015 Oak Lawn Avenue
Dallas, TX 75219
214.521.5151 (reservations)
Map

Accommodations

$169 room rate good through January 19, 2016 (subject to availability).  
To secure this special rate, please reference the "Securities Law University of Texas at Austin” program.