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Audit Committee Workshop 2013


Speaker(s): Anthony O'Reilly, Catherine L. Bromilow, Daghan M. Or, Debra Wong Yang, Frank R. Jimenez, Gene A. Capello, J. Michael Cook, Jay D. Hanson, John F. Olson, Linda L. Griggs, Mark Kronforst, Mary K. Bush, Mary R. Nina Henderson, Michael J. Gallagher, Michael R. Young, Peter J. Beshar
Recorded on: Jun. 21, 2013
PLI Program #: 43183

Linda L. Griggs's practice focuses on securities regulation and corporate law matters. She draws on her experience as a former chief counsel to the chief accountant of the US Securities and Exchange Commission (SEC) to advise clients on issues related to financial reporting, accounting, and other disclosure requirements under securities laws and public and private securities offerings. Linda also advises clients on the fiduciary duties of directors and officers, as well as corporate governance matters.

Linda’s three-year term on the Financial Accounting Standards Advisory Council (FASAC) ends on December 31, 2016.  FASAC advises the Financial Accounting Standards Board on strategic issues, project priorities, and other matters that affect accounting standards. Previously, she served on the SEC's Advisory Committee on Improvements to Financial Reporting and as a chair of the American Bar Association's Law and Accounting Committee.

In addition to her role as chief counsel to the chief accountant of the SEC, Linda worked as special counsel in the Division of Corporation Finance at the SEC. Prior to that, she served as an attorney in the division's rule-writing office, and as a reviewer of registration statements, proxy statements, and reports filed by companies covered by federal securities laws.

Linda retired from Morgan Lewis as of September 30, 2016 after more than 30 years with the firm.

AWARDS AND AFFILIATIONS

Recognized in Who's Who Lega/(2016)

Listed, Chambers USA: America's Leading Lawyers for Business (2013-2015)

Noted in The Legal 500 for Capital Markets: Debt Offerings, Equity Offerings (2014-2016)

Listed, "Women Lawyers of the Year" by The Best Lawyers in America (2016)

Listed, The Best Lawyers in America (2016-2017)

Member, Financial Accounting Standards Advisory Council

Member, SEC Advisory Committee on Improvements to Financial Reporting (8/2007-8/2008)

Member, American Bar Association, Federal Regulation of Securities Committee and Law and Accounting Committee

ADMISSIONS

  • District of Columbia

EDUCATION

  • Smith College, 1971, B.A.
  • University of Cincinnati College of Law, 1974, J.D.

SECTORS

  • Life Sciences
  • Financial Services

SERVICES

  • Securities & Corporate Governance > Life Sciences Transactions

REGIONS

  • North America


Daghan Or
Partner, PwC’s National Professional Services Group

Daghan Or is a Partner in PwC's National Office. He specializes in complex technical accounting and financial reporting issues in the areas of M&As, divestitures, impairments, segments, and consolidations. Daghan serves as an expert consultant to PwC professionals and clients on these and other complex financial reporting areas. Daghan also leads teams in monitoring standard-setting and regulatory activities (of the FASB, SEC, and IASB), communicating those activities with companies, and developing PwC’s point of view on the related proposed and final rules.

Previously, Daghan served a two-year term (2012-2014) as a Practice Fellow at the Financial Accounting Standards Board (FASB). At the FASB, Daghan was the Emerging Issued Task Force (EITF) Coordinator, overseeing the issuance of several new accounting standards and interpretations. At the FASB, Daghan was the lead author of the recently issued standard on Going Concern which defines in U.S. GAAP management’s going-concern assessment and disclosure responsibilities. In addition to his EITF Coordinator and Going Concern lead role, Daghan participated in the development of several exposure drafts and final standards during his FASB tenure.

Prior to his FASB fellowship, Daghan managed PwC audit engagements of large and medium-sized private companies in Boston and served a two-year term in PwC’s National Office as a consultant and author of several PwC publications. Daghan started his career in PwC’s Istanbul, Turkey office in 1999. He has a bachelor’s degree in Economics and is a Certified Public Accountant (CPA) in Massachusetts and New Jersey.


Debra Wong Yang is a partner in Gibson, Dunn & Crutcher's Los Angeles office. She is Co-Chair of the firm's Crisis Management Practice Group, the White Collar Defense and Investigations Practice Group and the Privacy, Cybersecurity, and Consumer Protection Practice Group. She is a member of the Media and Entertainment and Intellectual Property Practice Groups. Ms. Yang was also a member of the firm's Executive Committee and Management Committee.

Ms. Yang's practice specializes in corporate crime and compliance. She served as a DOJ-appointed Monitor over an orthopedic manufacturing company with health care compliance and regulatory issues. She has also represented companies and boards in internal investigations, compliance matters, and criminal investigations. In addition, Ms. Yang has provided advice on matters relating to FCPA, trade secrets, and cyber/data intrusions. She has overseen teams of attorneys conducting internal investigations and has reviewed compliance programs in a variety of industries. She has also managed matters in the crisis arena relating to recalled products, health care and insurance.

Ms. Yang has led investigative and monitoring teams of attorneys in foreign countries. She has managed data transfers, negotiated interviews of witnesses in Asian languages, and overseen extensive reviews for management or Audit Committees. She has extensive experience conducting compliance reviews in Asia in the areas of industrial manufacturing, energy, health care, and entertainment.

Ms. Yang received her Juris Doctorate in 1985 from Boston College Law School and served as a law clerk to the Honorable Ronald S.W. Lew in the U.S. District Court for the Central District of California.


Gene A. Capello was most recently Assistant General Counsel and Assistant Secretary at Pfizer Inc. from 2006 – 2012. At Pfizer, he specialized in corporate governance, securities transactions and was counsel to the audit committee.  A frequent speaker and panelist at various forums for lawyers and corporate governance professionals, Gene has most recently lectured on emerging issues in securities and corporate governance law, ethics and professionalism in securities law and audit committee practices. 

Prior to Pfizer, Gene was Managing Director for Policy at Proxy Governance, Inc., where he was co-head of policy development at a new and innovative proxy advisory firm.  From 1985 through 2004, he was Vice President and Assistant General Counsel at J.P. Morgan & Co. Incorporated and later at J.P. Morgan Chase & Co. where he specialized in a number of areas including corporate governance, securities, foreign exchange and derivatives and banking law.  Prior to that Gene was an associate at Willkie Farr & Gallagher in New York.

Gene received his J.D. from St. John’s University School of Law in 1981 where he was a member of the Law Review.  He also holds an M.S.W. from New York University and a Bachelor’s Degree in Business Administration from The City College of New York.  He is a member of the American Bar Association, the Association of the Bar of the City of New York (where he is a member of the Financial Reporting Committee) and the Society of Corporate Secretaries and Governance Professionals. He was formerly co-chair of the Practising Law Institute’s (PLI) annual Audit Committees and Financial Reporting workshop.  

He is currently President of the Board of the Fair Housing Justice Center in Manhattan and a member of the Board of Riverside Health Care System in Yonkers, New York.  He has served on a number of local civic and charitable organizations including serving as Chairman of the Board of the Westchester County Health Care Corporation (Westchester Medical Center).

Gene currently resides in Westchester County, New York with his wife, Doris, a former university professor and his daughter, Angela, a law student.


Jay D. Hanson was appointed to be a Board Member of the Public Company Accounting Oversight Board by the Securities and Exchange Commission in January 2011, and reappointed for a second term, ending in October 2018.

Prior to joining the Board, Mr. Hanson spent nearly 32 years at McGladrey & Pullen, LLP. At the time of his appointment to the PCAOB, Mr. Hanson was the National Director of Accounting, overseeing the firm's accounting guidance and training practices, as well as leader of the firm's Accounting Standards Group.

Mr. Hanson served as a member of the Emerging Issues Task Force of the Financial Accounting Standards Board (FASB) from 2006 to 2011. He also was a member of the Financial Reporting Executive Committee of the American Institute of Certified Public Accountants (AICPA) from 2005 to 2011, serving as Chairman from 2008-2011.

Mr. Hanson is a certified public accountant licensed to practice in his home state of Minnesota. He graduated from Concordia College in Moorhead, Minnesota, with a B.A. in Business Administration, Accounting and Mathematics.


John F. Olson is a founding partner of Gibson, Dunn & Crutcher's Washington, D.C. office. Mr. Olson represents business organizations in corporate governance, corporate securities, corporate finance and merger and acquisition matters. He has acted as special counsel for boards of directors and board committees on governance issues and in assessing shareholder litigation, responding to business combination proposals and conducting internal investigations.  He has represented corporations, broker-dealer firms and individuals in Securities and Exchange Commission and other federal agency investigations and regulatory matters.

Mr. Olson has chaired the American Bar Association (ABA) Business Law Section Corporate Governance and Federal Regulation of Securities Committees, and has served for many years on the Corporate Laws Committee. He has also served, by appointment of the ABA President, on the Presidential Task Force on Corporate Responsibility and the ABA’s Standing Committee on Government Affairs. He is a member of the Executive Council of the Securities Section of the Federal Bar Association and is Chair of the Board of Trustees of the American College of Governance Counsel.

Mr. Olson is frequently recognized as one of the nation's foremost authorities on securities, corporate governance and mergers and acquisitions law. He is ranked as one of the top securities regulation attorneys in the country by Chambers USA, has been named by the International Financial Law Review as a Leading Lawyer in U.S. Mergers & Acquisitions and by Who’s Who Legal as one of the leading corporate governance practitioners in the world. Mr. Olson was named the Washington, DC Corporate Law Lawyer of the Year for 2013 and the Washington, DC Corporate Governance Law Lawyer of the Year for 2012 by The Best Lawyers in America®.  Additionally, Best Lawyers has listed Mr. Olson for his corporate, securities, and governance work in every edition published since its inception more than 30 years ago. Annually, Mr. Olson has been selected by the National Association of Corporate Directors and Directorship magazine to its NACD Directorship 100: The Most Influential People in the Boardroom and Corporate Governance Community, in the U.S. and in 2013 was elected to the NACD Directorship Corporate Governance Hall of Fame.

The author and editor of many books and articles on legal issues, Mr. Olson is a Distinguished Visitor from Practice at Georgetown University Law Center.


Mary K. Bush is internationally recognized for her expertise in international finance, banking, and corporate governance. She has served three U.S. Presidents in Presidential/political appointments and has held senior executive positions in private sector institutions. Innovations in corporate and sovereign finance have been hallmarks of Ms. Bush’s career in the private and public sectors where she developed cutting-edge transactions and business strategies that helped transform markets globally. Her achievements include leading the creation of new methods of financing for Fortune 500 companies and developing new funding structures at the IMF and World Bank for Emerging Market countries that agreed to free-market, business friendly reforms. Ms. Bush served as Chairman of a Presidential Commission, The HELP Commission, on transforming the nearly $30 billion of US foreign aid to be more supportive of investment in human capital and entrepreneurship. She was also appointed by the Secretary of the US Treasury Department to the US Treasury Advisory Committee on the Auditing Profession. With Ms. Bush’s global business acumen and extensive experience with government leaders worldwide, she brings a highly valued strategic perspective to her work on corporate boards. In 2012, she was selected as one of the NACD 100 top directors in the nation.

Since 1991, Ms. Bush has been Chairman of Bush International, LLC, a firm that advises governments on strengthening banking systems and capital markets and on strategies to support free enterprise.  The firm also advises corporate clients on financing and market development strategies. From 1994 to 1997, she also hosted “Markets and Technology,” a nationwide cable television program on global business and economic matters.  She is a frequent speaker on business and financial issues and has periodically been a guest commentator on financial market matters on PBS’s NewsHour with Jim Lehrer, CNN, CSPAN, Fox News Channel 8 and America’s Voice Network.

From 1989 to 1991, Ms. Bush was Managing Director (Chief Operating Officer) of the Federal Housing Finance Board - the oversight body for the nation’s twelve Federal Home Loan Banks (FHLB’s). Ms. Bush provided leadership on several challenges faced by the FHLB’s as the primary source of funding for the Savings & Loan industry. Her accomplishments included strengthening portfolio risk analysis and oversight, creating an affordable housing program, and developing a dividend policy to balance the FHLB’s stability with S & L cash needs. She also oversaw the monthly $1 billion capital market funding.

Prior to the Federal Housing Finance Board, Ms. Bush was the senior executive (Vice President, International Finance) at Fannie Mae for international financial market matters. Among her successes were major new institutional investors (including Central Banks) in Asia and Europe for Fannie Mae securities and the first mutual fund of Fannie Mae mortgage-backed securities (a $500 million transaction).

Ms. Bush was appointed by President Reagan, and confirmed by the Senate, in 1982 and in 1984 as United States Alternate Executive Director of the International Monetary Fund (IMF) Board. She led the creation of the Structural Adjustment Facility through which the IMF/World Bank lent several billion dollars to developing countries. During the 1980’s debt crisis, she led the reform of IMF accounting practices to incorporate GAAP in accounting for past due loans.

In 1982 and 1983, Ms. Bush was Executive Assistant to the Deputy Secretary of the US Treasury Department.  She worked with top management of the Treasury on sovereign debt problems and economic and banking issues.  In the 1970’s, she was with New York City banks - Bankers Trust, Citibank and Chase Manhattan. Of note was the first Private Placement by a commercial bank for a Fortune 500 acquisition financing.

Boards include Discover Financial Services, Marriott International, ManTech International and T. Rowe Price Group. Board committee service and/or Chairmanships: Audit, Finance, Compensation, Nominating and Governance and Pensions and Investments. Former Boards include The Pioneer Family of Mutual Funds, Texaco, RJ Reynolds, United Airlines, MGIC and Briggs & Stratton. Ms. Bush also serves on the US Advisory Board of the Global Leadership Foundation and is a member of the Kennedy Center Community Advisory Board.  She holds an M.B.A. from the University of Chicago and a B.A., Phi Beta Kappa, Magna Cum Laude, from Fisk University. She was born in Birmingham, Alabama and resides in Chevy Chase, Maryland.


Mike Cook is the retired chairman and chief executive officer of Deloitte & Touche LLP. He is a member of the board of directors of Comcast Corporation, where he chairs the audit committee, and International Flavors & Fragrances, where he chairs the compensation committee. He is chairman of the Comeback America Initiative, an entity dedicated to fiscal responsibility.

In 2002, Director’s Alert named Mr. Cook one of the Outstanding Directors in America, and he was the first president of the Institute of Outstanding Directors. He is chairman of the GAO Accountability Advisory Panel, is a member of the Advisory Council of the PCAOB and the PCAOB's Standards Advisory Group. He was a member of the National Association of Corporate Directors’ Blue Ribbon Commission on Corporate Governance and its Commission on Audit Committee Best Practices.

Among the numerous awards Mr. Cook has received for his commitment to the advancement of high-talent women in business are the CEO Recognition Award from Women in Technology International andWorking Mother magazine’s Family Champion of the Year Award. He was the only male member of the President’s Commission on the Celebration of Women in American History.

A leader in his profession, Mr. Cook was chairman of the AICPA in its centennial year and a member of its Auditing Standards Board. He is a past chairman and president of the board of trustees of the Financial Accounting Foundation, which oversees the Financial Accounting and Governmental Accounting Standards Boards. Mr. Cook also chaired the World Congress of Accountants, was a member of the advisory council of the International Accounting Standards Committee, and of the SEC’s Advisory Committee on Improvements in Financial Reporting.

Mr. Cook led the profession’s efforts for securities law reform and has often testified before Congress. He was inducted into the Accounting Hall of Fame in 1999 and received the Public Oversight Board’sMcCloy Award in 2001. He is an honors graduate of the University of Florida and was named a Distinguished Alumnus of the University in 1986.


Nina Henderson is a Director of CNO Financial Group (Bankers Life & Casualty, Washington National, and Colonial Penn insurance companies) Audit/Risk and Investment committees and a Director of Walter Energy Inc. (Metallurgical coal producer for the global steel industry in Asia, South American and Europe.  She is a former Director of AXA Financial Inc, The Equitable Companies Audit, Investment, Finance/Risk; Del Monte Foods Company Lead Director and Chairman Nominating/Corporate Governance (sold to KKR); Pactiv Corporation, Audit (sold to Reynolds Holdings); Royal Dutch Shell, plc Audit, Remuneration, Corporate Social Responsibility committees; Hunt Manufacturing Company Audit, Compensation (sold to Berwind).

She was a Bestfoods Corporate Vice President and also President, Bestfoods Grocery’s $1.3 billion U. S. consumer  business (Hellmann’s, Skippy, Mazola, Mueller's); Vice President Bestfoods Food Service Global Development $1.7 billion (Europe, Asia, Latin America, North America); President, Bestfoods Specialty Markets Group (Canada, United States, Caribbean, Worldwide Exports) food/non-food brands for North American General Market, Hispanics and Asians consumers. Prior to her general management positions, she held numerous marketing positions including Vice President Marketing Bestfoods Baking (Thomas’, Sahara). Bestfoods ($9.4 billion) was sold to Unilever.

Nina is Managing Partner Henderson Advisory which provides consumer industry evaluation to investment firms.

She is a Trustee of Drexel University and  the Drexel College of Medicine, Chairman Academic Affairs and member Executive and Finance committees; a Director Visiting Nurse Service of New York, Executive and Finance; Director, Foreign Policy Association.


Peter J. Beshar serves as the Executive Vice President and General Counsel of the Marsh & McLennan Companies.  MMC, which has 60,000 employees worldwide and a market capitalization over $35 billion, operates through four leading brands: Marsh, Mercer, Guy Carpenter and Oliver Wyman.  Mr. Beshar supervises the Company’s Legal, Compliance, Government Relations and Risk Management Departments.

Prior to joining Marsh & McLennan in 2004, Mr. Beshar was a litigation partner at Gibson, Dunn & Crutcher LLP where he served as Co-Chair of the firm’s Securities Litigation Group.  Mr. Beshar joined Gibson Dunn in 1995 after serving as the Assistant Attorney General in charge of the New York State Attorney General’s Task Force on Illegal Firearms.  In 1992 and 1993, Mr. Beshar served as the Special Assistant to the Honorable Cyrus Vance in connection with the United Nations' peace negotiations in the former Yugoslavia.

Mr. Beshar is the recipient of the Business Leadership Award from the Citizens Union of New York, the Burton Award for Leadership in the Law, and the Law and Society Award from New York Lawyers for the Public Interest.  In 2015, Mr. Beshar was appointed by President Obama as a trustee of the Woodrow Wilson Center for International Scholars in Washington and by Governor Cuomo as a director of the Empire State Development Corporation.  Mr. Beshar serves as a Trustee and Chair of the Veterans’ Committee of John Jay College for Criminal Justice and is a board member of the Jackson Institute for Global Affairs at Yale University.  Mr. Beshar was selected as a David Rockefeller Fellow by the Partnership for the City of New York.  Mr. Beshar has testified multiple times before Congress on topics ranging from cybersecurity to terrorism.

Mr. Beshar graduated from Yale University and Harvard Law School.


As PwC's Managing Partner, Assurance Quality, Mike leads PwC's U.S. Assurance National Office (National Office). National Office functions include: Accounting Services; SEC Services; Risk Management; Strategic Thought Leadership; and Auditing Services Methods and Tools. He is also responsible for PwC's Learning & Development, Regulatory Relations, and Inspections groups.

Mike has more than 30 years of public accounting experience. His previous National Office roles and leadership positions include serving as: PwC's U.S. Chief Accountant; U.S. Risk Management Leader; and National Office Accounting Consulting Partner. Prior to joining the National Office, he served as a Global Engagement Partner on a number of multinational SEC registrants focused primarily in the chemical/industrial products sector.

Mike served on PwC's US Board of Partners and Principals, including the Finance, Governance, and Clients and Strategy committees.

Mike is a member of The Center for Audit Quality's (CAQ) Professional Practice Executive Committee (PPEC). He Chaired the PPEC from 2011 to 2016.  Mike was a member of the Public Company Accounting Oversight Board’s (PCAOB) Standing Advisory Group (SAG) from 2010 to 2016.  He is also a frequent speaker at profession related events and a member of the AICPA and Pennsylvania Institute of CPAs.


As the Head of Professional Practices at Siemens, AG from 2008 to 2012 Anthony O'Reilly played a leadership role in the re-construction of a major Corporate global audit function, from inside the engine room. He arrived at Siemens 3 months before they made the largest ever single settlement for breach of anti-bribery regulations, and was responsible at the operating level for rebuilding quality and therefore credibility in the audit group. Regulators, Audit Committee and the members of the Managing Board all came to rely on their capability and in the process, Mr. O'Reilly helped to create outstanding career opportunities for people.

After 10 years as a Partner in a Big Four firm, Mr. O'Reilly was attracted by this opportunity of a turnaround challenge in one of the world's leading industrial companies. This is why he moved his family to Germany and spent 4 years re-building this 450-person global organization back to health following a spectacular failure.

Mr. O'Reilly is attracted by challenge, cultural diversity and companies who are willing to put effort into getting to the next level. He is not dismayed by resistance to change and seek to work with companies willing to invest in skilled people who want to advance their own careers while bringing the organization to new heights and reducing the total cost of operations. All of these things were accomplished in his time at Siemens.


Catherine is a partner in PwC’s Governance Insights Center. She helps boards and audit committees apply leading practices and understand the impact of emerging regulations on their activities. She has worked extensively with boards and directors from a number of countries, including the Bahamas, Barbados, Bermuda, Brazil, Canada, Chile, the Dominican Republic, India, Israel, Japan, Mexico, South Africa, the United States, and Venezuela.

Catherine developed many of the governance publications that PwC has issued: Audit Committee Effectiveness — What Works Best; Board Effectiveness — What Works Best; Governance for Companies Going Public — What Works Best; Going Public? Five Governance Factors to Focus On; Director Dialogue with Shareholders — What You Need to Consider; and PwC’s Family Business Corporate Governance Series. She also contributed to PwC’s Audit Committee Excellence Series, which focuses on leading practices on specific topics. NACD Directorship magazine in 2015 named her for the ninth consecutive year as one of the 100 most influential people in corporate governance in the United States. She also speaks frequently at director conferences.

Catherine is a Certified Public Accountant (licensed in New Jersey) and a Chartered Professional Accountant, CPA, CA (from Canada). She holds a Master of Accounting degree from the University of Waterloo in Canada.


Named by Accounting Today as one of the “top 100 most influential people in accounting,” Michael R. Young is a litigation partner at New York’s Willkie Farr & Gallagher LLP  where he chairs the firm’s securities litigation practice.

His practice concentrates on the representation of companies, audit committees, officers, directors, accounting firms, and investment banks in United States and international securities class actions, SEC proceedings, and special committee investigations.  His trial work includes the landmark jury verdict for the defense in the first class action tried to a jury pursuant to the Private Securities Litigation Reform Act of 1995.  He has served as a member of FASB’s Financial Accounting Standards Advisory Council, as chair of the New York City Bar Association’s Financial Reporting Committee, and as counsel to the American Institute of Certified Public Accountants and the Center for Audit Quality.

A prolific author on the subjects of financial reporting, audit committee effectiveness and the role and responsibilities of the independent auditor, Mr. Young’s books include The Financial Reporting Handbook (Wolters Kluwer 2003), Accounting Irregularities and Financial Fraud (Harcourt 2000) and, most recently, Financial Fraud Prevention and Detection:  Governance and Effective Practices (Wiley 2014).  Mr. Young is a much sought speaker and commentator on financial reporting issues, and has been regularly quoted in such publications as The Wall Street Journal, The New York Times, Fortune, Forbes, USA Today, The Washington Post, and The National Law Journal.  He has also appeared as an invited guest on Fox Business News, CNBC, MSNBC, CNN, and BNN (Canada).

Mr. Young is a graduate of Allegheny College and the Duke University School of Law, where he was Research and Managing Editor of the Duke Law Journal.


Frank R. Jimenez is vice president and general counsel of Raytheon Company (NYSE: RTN). He is a member of Raytheon’s senior leadership team and participates in the operational management and strategic planning of the company. Raytheon Company, with 2014 sales of $23 billion and 61,000 employees worldwide, is a technology and innovation leader specializing in defense, security and civil markets throughout the world. Raytheon is headquartered in Waltham, Mass.

Jimenez provides leadership for the company’s legal and regulatory affairs, ethics and compliance programs, and corporate governance activities. He is also responsible for corporate staff activities in the areas of real estate, risk management, and safety and environmental quality. Jimenez has served in a variety of senior executive, leadership and legal positions in both government service and in the private sector.

Prior to joining Raytheon, Jimenez served as general counsel, secretary and managing director, Corporate Affairs of Bunge Limited, a Fortune Global 200 agribusiness and food company with 35,000 employees and $60 billion in 2013 revenues. Prior to Bunge Limited, Jimenez served as senior vice president, general counsel and corporate secretary of Xylem Inc., an S&P 500 water technology spin-off from ITT Corporation. Jimenez joined ITT in 2009 as vice president and general counsel, responsible for the legal, regulatory and governance aspects of the company, including its separation in 2011 into two new public companies, Xylem and defense technology company Exelis Inc.

In prior public service, Jimenez served as the 21st General Counsel of the Navy, one of seven Senate-confirmed Pentagon civilians of four-star equivalent rank overseeing the U.S. Navy and Marine Corps. In this role, Jimenez led a global office of nearly 850 staff as chief legal and ethics officer, and advised senior Navy and Marine Corps officials on litigation, acquisition, contractual, fiscal, environmental, property, personnel, legislative, ethics and intelligence law issues.

Jimenez also served in the Office of the Secretary of Defense (OSD) as the deputy general counsel (legal counsel) for the U.S. Department of Defense (DoD), working with the White House Counsel’s Office, Department of Justice and other agencies as the Defense Department’s senior attorney in charge of litigation. Jimenez advised senior DoD officials on a wide variety of legal questions and supervised the Office of Legislative Counsel and the Defense Office of Hearings and Appeals. Prior to his service in OSD, Jimenez was the principal deputy general counsel for the Department of the Navy.

Before his 2004 arrival at the Pentagon, Jimenez served as the chief of staff at the U.S. Department of Housing and Urban Development (HUD). As chief of staff, he assisted Secretary Mel Martinez in managing more than 9,000 employees and an annual budget surpassing $30 billion. Prior to that, Jimenez served nearly four years in the executive office of Florida Governor Jeb Bush, holding posts as deputy chief of staff and acting general counsel.

Before his time in government, Jimenez was a Miami litigation partner at Steel Hector & Davis LLP (now Squire Patton Boggs). He began his career in California as a lawclerk for Judge Pamela Ann Rymer of the U.S. Court of Appeals for the Ninth Circuit.

Jimenez graduated from the University of Miami and the Yale Law School, where he edited the Yale Law Journal and won moot court prizes for best oral argument and brief. He also holds an MBA from the University of Pennsylvania’s Wharton School and a master’s degree in national security and strategic studies from the U.S. Naval War College.


Mark Kronforst is the Chief Accountant in the Division of Corporation Finance at the U.S. Securities and Exchange Commission. Mark’s previous roles in the Division include Associate Director – Disclosure Operations and Deputy Chief Accountant. Before joining the Division in 2004, Mark worked for a large SEC registrant as the Director of Financial Reporting and as an audit senior manager in KPMG’s San Jose and Minneapolis offices.