1. 2011 D&O Symposium Symposium New York City ~ February 2 & 3, 2011 THE REGULATORS

2. The Regulators MODERATOR: Debra Wong Yang, Esq., Partner, Gibson, Dunn & Crutcher LLP PANELISTS: George B. Curtis, Esq., Partner, Gibson, Dunn & Crutcher LLP Simon M. Lorne, Esq., Vice Chairman & Chief Legal Officer, Millennium Management LLC Brian C. McCormally, Esq., Partner, Arnold & Porter LLP Timothy J. Treanor, Partner, SIDLEY AUSTIN LLP

3. OVERVIEW OF THE CREDIT CRISIS To what extent would current changes in law and enforcement be happening if it were not for the credit crisis? To what extent is the credit crisis still ongoing?

4. INSIDER TRADING Market Researchers: When do you cross the line between research and material information?  Issue of Experts  Aggressive Posture re: 10(b)(5)  Research vs. Material Information  Jiau & Chiesi

5. INSIDER TRADING Companies’ Ability to Control Their Supply Chain

6. FAILED BANKS The Growing Wave of Bank Failures  2010 – 157  2009 – 140  2008 – 25 Number of FDIC Suits Authorized in 2010:  Actions against 109 individuals for D&O liability.  Four suits against Fidelity Bond Carriers and Attorney Malpractice  Damage Claims of approximately $2.5 billion

7. FAILED BANKS How have different regulators been affected by the recent bank failures?  FDIC?  SEC?  DOJ?

8. FAILED BANKS Notable Issues In These Cases: Selection of counsel by D&O’s Multiple representation/potential conflicts Insurance coverage issues Parallel criminal proceedings Holding company vs. bank receivership issues

9. MUNICIPAL BONDS Trend: Especially in distressed municipalities, regulators are coming on strong in terms of disclosure requirements. D&O Liability: How does this trend impact individuals and their liability?

10. THE DODD-FRANK ACT Is this Act too much, or too little? What is the impact on Directors and Officers?

11. THE DODD-FRANK ACT WHISTLEBLOWER PROVISIONS What will the impact of these new provisions be? How will these provisions impact whistleblowers in other countries?

12. THE DODD-FRANK ACT WHISTLEBLOWER PROVISIONS Will the increased monetary rewards trigger increased reporting? What will the impact be on internal reporting mechanisms? How will the government respond to whistleblowers? Will there be any check on veracity?

13. THE DODD-FRANK ACT What will the impact be of the provisions allowing for heightened supervision of banks?

14. THE DODD-FRANK ACT What agencies have responsibility for enforcement under the Dodd-Frank Act?  SEC?  DOJ?  FDIC?

15. THE UK BRIBERY ACT What is the scope of this Act? Will this Act further cooperation or competition with U.S. regulators?

16. CURRENT TRENDS IN GOVERNMENT INVESTIGATIONS How are the various regulators allocating their resources these days? What are their priorities for enforcement?

17. CURRENT TRENDS IN GOVERNMENT INVESTIGATIONS How will some of the recent cases impact future investigations?  Ruehle  Appeals to SEC post- American Lawyer article

18. WHAT’S AN HONEST CORPORATION TO DO? Do self-reporting companies get as much credit and leniency as they may expect/hope for? When if ever is it ever in a company’s interest to actively pursue claims against former Directors and Officers?

19. WHAT’S NEXT? What are each of the agencies expecting to happen and planning to do? What types of developments just can’t be anticipated? How is Social Media going to impact these companies in the future?

20. The Regulators QUESTIONS?

21. The Regulators MODERATOR: Debra Wong Yang, Esq., Partner, Gibson, Dunn & Crutcher LLP PANELISTS: George B. Curtis, Esq., Partner, Gibson, Dunn & Crutcher LLP Simon M. Lorne, Esq., Vice Chairman & Chief Legal Officer, Millennium Management LLC Brian C. McCormally, Esq., Partner, Arnold & Porter LLP Timothy J. Treanor, Partner, SIDLEY AUSTIN LLP