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Global Capital Markets & the U.S. Securities Laws 2015

Author(s): Paul M. Dudek, David M. Lynn
Practice Area: Corporate & Securities
Published: Jun 2015
PLI Item #: 58896
CHB Spine #: B2181

Mr. Dudek has been Chief of the Office of International Corporate Finance at the U.S. Securities and Exchange Commission since 1993.  He joined that office as an Attorney Fellow in 1990.  Prior to that, he was with the New York Office of Cleary, Gottlieb, Steen & Hamilton where his practice involved representing a wide range of foreign and U.S. companies and financial intermediaries in capital markets transactions.

Mr. Dudek is a graduate of the New York University School of Law (Order of the Coif) and Fordham University (Phi Beta Kappa).  Mr. Dudek has received the SEC’s Philip A. Loomis, Jr. Award and as a team member the SEC Chairman’s Award for Excellence and (twice) the SEC’s Regulatory Simplification Award.  Mr. Dudek has served as an Adjunct Professor of Law of Georgetown University School of Law and at the Osgoode Hall Law School of York University (Toronto), teaching courses on global securities offerings.  He has taught classes at Duke University Law School and the Center for Transnational Legal Studies (London).

Mr. Dudek serves as a U.S. representative to the Corporate Governance Committee of the OECD.  He serves as co-moderator of PLI’s Global Capital Markets held annually in the spring in New York City.  He has spoken at numerous legal and finance conferences, including testimony in 2010 before the U.S.-China Economic and Security Review Commission and presentations at the Asia-Pacific Economic Co-operation (APEC) 2011 Annual Conference in Washington, D.C., the 2010 Initial Public Offering Conference in Istanbul hosted by the Capital Markets Board of Turkey, and the 2011 Conference on Capital Market Oversight in the Caribbean and Latin America hosted by the Securities and Exchange Commission of Trinidad & Tobago.

David M. Lynn is a partner in the Washington D.C. Office of Morrison & Foerster, and is co-chair of the firm’s Corporate Finance practice. He is the former Chief Counsel of the Division of Corporation Finance at the U.S. Securities and Exchange Commission.

Mr. Lynn is a highly respected securities advisory counsel who provides guidance to clients ranging from Fortune 500 to newly-public companies on securities law compliance, as well as counseling on corporate governance, executive compensation, and disclosure best practices. Mr. Lynn also advises companies and underwriters in a wide variety of corporate finance transactions. In addition to being a leading authority on SEC issues, Mr. Lynn is particularly well known in the area of executive compensation disclosure, having co-authored, “The Executive Compensation Disclosure Treatise and Reporting Guide.” Mr. Lynn is a recognized expert on the Jumpstart Our Business Startups (JOBS) Act of 2012.

While serving as Chief Counsel of the Securities and Exchange Commission’s Division of Corporation Finance, Mr. Lynn led the rulemaking team that drafted sweeping revisions to the SEC's executive compensation and related party disclosure rules. Mr. Lynn re-joined the SEC as Chief Counsel shortly after adoption of the Sarbanes-Oxley Act of 2002, and served in that position until 2007. As a result, he was intimately involved in implementing and interpreting the record amount of SEC rulemaking that occurred in the wake of the Sarbanes-Oxley Act. Mr. Lynn initially served on the SEC staff from 1995-2000 as an Attorney-Advisor and subsequently a Special Counsel in the Division of Corporation Finance.  While in private practice from 2000-2003, he advised clients on SEC investigations, securities transactions, mergers and acquisitions and corporate governance.

Mr. Lynn is co-editor of,, and The Corporate Counsel. He currently serves as Chair of the ABA Business Law Section's Federal Regulation of Securities Committee,  Co-Chair of the Practising Law institute’s Annual Securities Regulation Institute in New York, and President of the SEC Historical Society.

Mr. Lynn was named in 2013 to the list of “Attorneys Who Matter” for Securities by Ethisphere Institute.  Mr. Lynn is also named as a leading lawyer by Chambers USA for Securities: Regulation, and is ranked as a leading lawyer by Legal 500 USA in the category of Capital Markets: Equity Offerings.

Mr. Lynn received his J.D., with honors, from The University of Maryland School of Law.  Mr. Lynn also received a Master of Science in Finance degree and Bachelor of Business Administration degree from Loyola College.