2010 SEC Government-Business Forum on
Small Business Capital Formation

9:00 a.m.

Call to Order
Gerald J. Laporte, Chief, Office of Small Business Policy
SEC Division of Corporation Finance

Introduction of Commissioner
Meredith B. Cross, Director
SEC Division of Corporation Finance

Opening Remarks
SEC Commissioner Troy A. Paredes

9:15 a.m.

Panel Discussion: Selected Dodd-Frank Act Provisions Relating to Securities Regulation Impacting Small Business^*

Moderator:

Meredith B. Cross, Director
SEC Division of Corporation Finance

Topics and Panelists:

• Regulation D Changes: Accredited Investor Standards and "Bad Actor" Disqualification Rules
  • Gerald J. Laporte, Chief, Office of Small Business Policy, SEC Division of Corporation Finance
  • Alan J. Berkeley, K&L Gates, Washington, D.C.
• "Say-on-Pay" Rules, Stock Exchange Listing Standards for Compensation Committees, and Other Provisions of Dodd-Frank Act Referencing Potential "Scaling" for Smaller Companies
  • Thomas J. Kim, Chief Counsel, SEC Division of Corporation Finance
  • Gregory C. Yadley, Partner, Shumaker, Loop & Kendrick, LLP, Tampa, Florida
• Smaller Companies and Sarbanes-Oxley Section 404(b), Including Upcoming Section 404(b) studies
  • Brian T. Croteau, Deputy Chief Accountant, Professional Practice Group, SEC Office of the Chief Accountant
  • Gregory C. Yadley, Partner, Shumaker, Loop & Kendrick, LLP, Tampa, Florida
• Exemptions of Advisers to Venture Capital Funds and SBICs from Fund Investment Adviser Registration Requirement
  • Tram N. Nguyen, Attorney-Adviser, Office of Investment Adviser Regulation, SEC Division of Investment Management
  • Brian T. Borders, Borders Law Group, Washington, D.C.

10:15 a.m.

Break

10:25 a.m.

Presentations by Organizations Concerned with Small Business Capital Formation⁺

American Bar Association, Business Law Section
Represented by Ann Yvonne Walker, Partner, Wilson Sonsini Goodrich & Rosati

Angel Capital Association
Marianne Hudson, Executive Director

Biotechnology Industry Organization
Shelly Mui-Lipnik, Director, Emerging Companies & Business Development

Center for Capital Markets Competitiveness, U.S. Chamber of Commerce
David T. Hirschmann, President and CEO

Investment Program Association
Kevin M. Hogan, Executive Director

National Association of Seed and Venture Funds
James A. Jaffe, President and CEO

National Association of Small Business Investment Companies
Brett T. Palmer, President

National Venture Capital Association
Mark G. Heesen, President

Real Estate Investment Securities Association
Represented by Deborah S. Froling, Partner, Arent Fox, LLP

Small-& Mid-Cap Companies Committee, Society of Corporate Secretaries & Governance Professionals
Steven H. Shapiro, Co-Chair of the Society's Small-& Mid-Cap Companies Committee, and General Counsel of Cole Taylor Bank, Chicago, IL

12:15 p.m.

Introduction of Chairman
Meredith B. Cross, Director
SEC Division of Corporation Finance

Remarks
SEC Chairman Mary L. Schapiro

12:30 p.m.

Lunch Break

2:00 p.m.

Reassembly to Divide into Breakout Groups to Develop Recommendations
(SEC Auditorium)

• Private Placement and M&A Brokers Breakout Group
  (to be escorted to Room 3000)

• Private Securities Offerings Breakout Group
  (to be escorted to Room 5000)

• Securities Regulation of Smaller Public Companies Breakout Group
  (to be escorted to Room 6000)

3:30 p.m.

Break

3:45 p.m.

Continuation of Breakout Group Discussions
(with same room assignments)

4:45 p.m.

Plenary Session to Develop Next Steps
(Auditorium)

Moderator:

Gregory C. Yadley, Partner, Shumaker, Loop & Kendrick, LLP,
Tampa, Florida

5:30 p.m.

Networking Reception at Nearby Restaurant

Modified: 11/10/2010