The federal appeals court in Washington, D.C. recently invalidated the SEC's "proxy access" rule, which would have required that director candidates nominated by certain large shareholders be included in a company's proxy materials.

The Court's discussion of how regulatory costs and benefits should be considered is likely to be scrutinized closely in future rulemakings by the SEC and other federal agencies. Having represented the plaintiffs, or "petitioners," in the case, Business Roundtable and the U.S. Chamber of Commerce, Gibson Dunn is very pleased to offer an insider's perspective on the ruling to our clients and friends. Topics to be discussed include:

• What the court held
• What it means for proxy access
• What it means for other SEC rulemakings and rulemakings by other agencies
• Lessons learned from the notice and comment process

Who should view this program:
In-house counsel, corporate governance and compliance officers, corporate secretaries and other public company executives.

Our Panelists:

Eugene Scalia — Chair of the firm's Administrative Law and Regulatory Practice Group, and a member of the firm's Appellate and Constitutional Law practice and Labor and Employment practice. He argued the proxy access case in the D.C. Circuit and has successfully handled three other challenges to SEC regulations, including Chamber of Commerce of U.S. v. SEC, 412 F.3d 133 (D.C. Cir. 2005) and Am. Equity Inv. Life Ins. Co. v. SEC, 613 F.3d 166 (D.C. Cir. 2010). He is former Solicitor of the U.S. Department of Labor.

Amy Goodman — Co-chair of the firm's Securities Regulation and Corporate Governance practice. Previously with the SEC, holding several positions, including Associate Director in the SEC's Division of Corporation Finance. Former Chair of the Committee on Director and Officer Liability of the American Bar Association's Business Law Section, and former Chair of the Section's Shareholder and Investor Relations Subcommittee of the Corporate Governance Committee. Ranked among the top 20 securities regulation advisory attorneys nationwide by the 2011 Chambers USA: America's Leading Lawyers for Business, and listed in the 2011 Guide to the World's Leading Corporate Governance Lawyers.

Michael Bopp — Co-Chair of the firm's Public Policy practice and Financial Services Crisis Team; member of the firm's White Collar Defense and Investigations and Crisis Management practices. Former Staff Director and Chief Counsel of the Committee of Homeland Security and Governmental Affairs and Associate Director, Office of Management and Budget. Has helped numerous clients navigate through the financial markets crisis and has helped companies shape and prepare for new regulatory requirements promulgated as a result of the Dodd-Frank Act. Helped create and run the Coalition for Derivatives End-Users, which has roughly 300 active companies and trade association members. The Coalition works on both legislative and regulatory fronts to help protect the interests of end-user companies in the debate over appropriate regulation of derivatives and has been an influential participant in these processes.

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For other questions regarding this webcast presentation, please contact Jeanne Brown at pjbrown@gibsondunn.com.