SEC Government-Business Forum 

on Small Business Capital Formation 

SEC Headquarters 

Washington, D.C 

November 18, 2010
 

Table of Contents 

Agenda 

Breakout Group Rosters and Room Assignments 

Forum Breakout Group Guidelines 

Guidelines for Drafting Recommendations 

Recommendations of 2009 Forum Participants 

Panelist and Moderator Biographies 

Registered Forum Participants 

Map with Directions to Post-Forum Networking Reception 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2010 SEC Government-Business Forum on 

Small Business Capital Formation 

SEC Headquarters
 

Washington, D.C.
 

November 18, 2010
 

Agenda 

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 

o	 Gerald J. Laporte, Chief, Office of Small Business Policy, SEC 

Division of Corporation Finance 

o	 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 

o	 Thomas J. Kim, Chief Counsel, SEC Division of Corporation 

Finance 

o	 Gregory C. Yadley, Partner, Shumaker, Loop & Kendrick, LLP, 

Tampa, Florida 

* One or more SEC Commissioners may participate in this discussion. 
 

 

 

 

 

 

 

 

 

Smaller Companies and Sarbanes-Oxley Section 404(b), Including 

Upcoming Section 404(b) Studies 

o	 Brian T. Croteau, Deputy Chief Accountant, Professional Practice 

Group, SEC Office of the Chief Accountant 

o	 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 

o	 Tram N. Nguyen, Attorney-Adviser, Office of Investment Adviser 

Regulation, SEC Division of Investment Management 

o	 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 

SEC staff will be present to receive the presentations and ask questions, and one or more SEC 

Commissioners also may participate. 

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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 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 

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2010 SEC Government-Business
 

Forum on Small Business Capital Formation
 

Breakout Group Rosters and Room Assignments 

All forum participants are free to attend any of the breakout group meetings, even 

though they are assigned to another breakout group. We may divide a breakout group 

into two rooms, depending upon the number of participants. Participants may change 

breakout groups at the 3:30 p.m. break with a staff escort. 

Private Placement and 

M&A Brokers Breakout Group 

Room 3000 (3rd Floor) 

Overflow: Rooms 3001 (3rd Floor) and 

8000 (8th Floor) 

Gregory C. Yadley, Moderator 

Johanna Losert, SEC Staff Support 

(Division of Corporation Finance) 

Joanne Rutkowski, SEC Staff Support 

(Division of Trading and Markets) 

Registered to participate in person: 

Abo, Martin 

Berkowitz, Barry 

Blackstone, Lilah 

Chepucavage, Peter 

Colish, Faith 

Cornell, James 

Devine, Mark 

Flint, George 

Hansen, Shane 

Harden, Timothy 

Harris, Adam 

Heydari, Kamran 

Hill, Michael 

Huff, Andrew 

Johnson, Gregg 

Klis, Deborrah 

Lee, Wayne 

Makens, Hugh H. 

Nall, Michael 

Nelson, John 

Palmer, Brett 

Priore, Kenneth 

Reyes, Ines 

Romano, John 

Rusch, Al 

Saltzburg, Mark 

Stagner, Darold 

Viola, Daniel G 

Wood, Kwesi 

Zayac, John 

Registered to participate by telephone 

conference call: 

Adhikari, Mike 

Adler, Joan 

Barrett, Hicken 

Baumwall, Douglas 

Bickerstaff, George 

Brice, Lisa 

Cagnetta, Andrew 

Cassata, Michael 

Chamblee, Janae 

Christman, Peter 

Clawson, Patrick 

Dahmer, Lee 

Dempsey, Kevin 

Devine, Mark 

Dolliver, Frederick 

Donohue, Patrick 

Dupuis, Gregory 

Egna, Steven 

Elliott, Dan 

Ertel, James 

Gettel, Jim 

Grava, Derrick 

Gurrola, Robert 

Hanayik, Stephanie 

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Hansrote, Paul 

Hawkins, Matt 

Hedman, Calvin 

Hulett, Trevor 

Isaacs, Gregory 

Keenan, Francis 

Keysser, Don 

Knight, Brian 

Kolak, Raymond 

Kozich, David 

Kraai, Jeff 

Krick, Len 

Lanza, George 

Larson, Raymond 

Lawson, Garit 

LeBlanc, Jennifer 

Lindahl, Thomas 

Lloyd, Bell 

Maak, Mike 

Marks, Kenneth 

McDaniel, Arne 

Mellen, Chris 

Olin, Clifford 

Papay, Gary 

Parker, Gary 

Prabhu, Antony 

Richards, Michael 

Russek, Len 

Sassi, Michael 

Schecter, Adam 

Schmidt, Brian 

Steele, E. J. 

Teten, David 

Thomas, Diane 

Thorsby, Mark 

Tidwell, James 

Turkel, Jonathan 

Waugh, Robert 

Private Securities Offerings 

Breakout Group 

Room 5000 (5th Floor) 

Overflow: Room 5001 (5th Floor) 

Brian Borders, Moderator 

Tony Barone, SEC Staff Support 

Karen Wiedemann, SEC Staff Support 

Registered to participate in person: 

Bagramian, Lev 

Bailey, Robert 

Behar, Steve 

Blackledge, Eric 

Brian, Parkinson 

Chen, Karl 

DeFranco, Leonard 

Fleischman, Edward H. 

Froling, Deborah 

Goehring, Robert 

Harris, Jean 

Haseltine, William 

Jones, Mark 

Kesner, Harvey 

Kulerman, Michele 

McManus, J. Mike 

McWilliams, Jelena 

Miles, Theodore 

Museles, Scott 

Oakley, James 

Parkinson, Brian 

Reeves, Alfred 

Rosenberg, Zachary 

Rush, Brad 

Stine, Stephen 

Ugarte, II, Eduardo 

Wenbert, David 

Registered to participate by telephone 

conference call: 

Ahlm, Karl 

Almanzar, Francisco 

Asmah, Sam R. 

Beale, John 

Burk, James 

Cohen, Susan 

Eng, Martin 

Garth, Neil 

Hauser, Michael 

Johnson, Latanja 

Marchi, Liz 

Noble, Susan 

Perry, Dexter 

Smith, Diane 

Smith, Frederick 

Trembath, Dawn 

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Winston, Kwame 

Smaller Publicly Traded Companies 

Breakout Group 

Room 6000 (6th Floor) 

Overflow: Rooms 6001 (6th Floor) and 9000 

(9th Floor) 

Ann Yvonne Walker, Moderator 

Kevin O’Neill, SEC Staff Support 

Registered to participate in person: 

Anderson, Reagan 

Brennan, Thomas 

Brodrick, Francisca 

Durward, James 

Edd, Jr., Robert L. 

Feldman, Spencer 

Feldman, David 

Ford, Ladd 

Fresk, Abrane 

Friedman, Richard 

Hatfield, Scott 

Heese, Lisabeth 

Hess, Eric 

Liebolt, Lee 

Loague, Dan 

Niehoff, R. Nick 

Rubin, Jeffrey 

Sauvante, Michael 

Sjoquist, Mary 

Spinrad, Paul 

Stein, Eric 

Stevens, Robert 

Vasilios, Mike 

Verges, Philip 

Weiss, Brendon 

Wilcox, Kelly 

Williams, Jillien 

Registered to participate by telephone 

conference call: 

Bleakley, Elizabeth 

Cole, Christopher 

Cortese, Amy 

Dina, Neal 

Gawne, Cathryn 

Gracin, Hank 

Guvenoz, Erol 

Kevan, John 

Levine, David 

Mabelle, David 

Massey, Gene 

Neff, John 

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2010 SEC Government-Business
 

Forum on Small Business Capital Formation
 

Forum Breakout Group Guidelines 

1) Telephone participants should not identify themselves upon entering or exiting the 

conference call. AT&T will not provide entry or exit beep notification when a caller 

enters or exits the conference call. 

2) Moderators will start the breakout groups by asking all participants (both in person 

and telephone) to volunteer and propose recommendations to the group for discussion. 

As the breakout group will be allotted only two-and-a-half-hours on November 18th, all 

participants must be mindful of the limited time available and allow time for other 

participants to speak. The breakout groups are not expected to develop final 

recommendations on the day of the forum, November 18th. Rather, the time on 

November 18th will be used to commence general discussions of possible 

recommendations to be followed later by more specific drafting of recommendations 

after November 18th, as explained below. 

3) Callers participating by telephone conference call may interject and participate in the 

breakout group discussions as they feel appropriate, but they should identify themselves 

and their respective organizations when talking. 

4) After the forum, the SEC staff will work with each breakout group moderator to 

circulate by e-mail a summary of the proposed recommendations to the participants of 

each breakout group. Our hope is that this will generate a post-forum e-mail dialogue 

among participants in each breakout group, which will eventually result in a finalized list 

of recommendations submitted by each breakout group moderator to the SEC staff by no 

later than December 17, 2010. 

5) After all three of the breakout groups have finalized their list of recommendations and 

submitted them to the SEC staff, the staff will circulate a ballot to all the participants of 

the three securities law breakout groups to vote to prioritize the list of recommendations 

to be included in the forum final report. 

6) At the Plenary Session of the Forum at 4:45 p.m. on November 18th, all breakout 

group participants will reconvene in the SEC auditorium and each of the three breakout 

group moderators will discuss in general the recommendations debated in their afternoon 

breakout groups. 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Guidelines for Drafting
 

Recommendations
 

1. Recommendations should be clear, concise and to the point. 

2. Recommendations should be presented in a way that permits a 

“Yes” or “No” vote on the entire recommendation by Forum 

participants (e.g., no multiple subparagraphs requiring 

separate votes). 

3. Ideally, recommendations should be stated in one sentence. 

In rare cases, a second or third sentence may be needed to 

make a recommendation comprehensible. Clear and 

succinct supporting language may be presented separately 

and may be considered or published with the recommendation 

if time and/or space permits in the assembly of Forum 

participants and/or final report of the Forum. 

4. The entire breakout group should carefully consider each of 

its recommendations. Recommendations should not represent 

the views of a single participant or a small group of vocal 

participants. Breakout groups should filter the group’s 

recommendations for desirability, workability and 

achievability. A breakout group properly considering its 

recommendations most likely will not have time to report out 

more than a few recommendations. 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RECOMMENDATIONS OF 2009 FORUM PARTICIPANTS* 

Set forth below are the recommendations of the 2009 Government-Business 

Forum on Small Business Capital Formation. The recommendations of the three 

securities regulation breakout groups are followed by the recommendations of the tax 

issues breakout group. These recommendations were developed initially in the breakout 

groups on the afternoon of November 19, 2009. After that date, the moderators of the 

breakout groups continued to work with their group participants to compile and edit 

further each group’s recommendations. 

Securities Regulation Recommendations 

The final list of 26 securities law recommendations set forth below is presented in 

the order of priority established as the result of a poll of all participants in the securities 

law breakout groups†. The priority ranking is intended to provide guidance to the SEC 

as to the importance and urgency the forum participants assign to the recommendation. 

The number of points secured by each recommendation in the poll is given in brackets at 

the end of the recommendation in the list.‡ 

Priority
 

Rank Recommendation
 

1 The SEC should not oppose the provision in legislation introduced as the 

“Investor Protection Act of 2009” that would permanently exempt 

smaller reporting companies from Section 404(b) of the Sarbanes-Oxley 

Act. [49 points] 

2 The Commission should adopt a new private offering exemption from the 

registration requirements of the Securities Act that does not prohibit 

general solicitation and advertising for transactions with purchasers who 

do not need all the protections of the Securities Act's registration 

requirements. [45 points] 

* The SEC hosts the annual Government-Business Forum on Small Business Capital Formation, but does 

not seek to endorse or modify any of the forum’s recommendations. The recommendations are solely the 

responsibility of the forum participants from outside the SEC, who were responsible for developing them. 

The recommendations do not necessarily reflect the views of the SEC, its Commissioners or any of the 

SEC’s staff members. 

† In the poll, each of the 72 forum participants who attended the securities law breakout groups (not 

including SEC staff) was sent an e-mail message asking the participant to respond whether the SEC should 

give “high,” “lower” or “no” priority to each of the 26 recommendations. We received 32 responses, a 

44% response rate. Each “high priority” response was awarded two points, each “lower priority” response 

was given one point, and each “no priority” or blank response was not awarded any points, to arrive at the 

number of points following each recommendation in the list. 

‡ Footnotes 1-16 below were written by the forum participants who drafted the recommendations and are an 

integral part of the recommendations. 

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3 The SEC should allow "private placement brokers" to raise capital 

through private placements of issuers' securities offered solely to 

"accredited investors" in amounts per issuer of up to 10% of the 

investor's net worth (excluding his or her primary residence), with full 

written disclosure of the broker's compensation and any relationship that 

would require disclosure under Item 404 of Regulation S-K, in aggregate 

amounts of up to $20 million per issuer.* [44 points] 

4 The Commission should adopt rules, in coordination with state securities 

regulators, assigning to the states primary regulatory supervision over 

merger and acquisition intermediaries and business brokers involving the 

purchase and sale of privately-owned businesses by creating a limited 

federal registration exemption from broker registration under Section 15 

of the Securities Exchange Act.† [42 points] 

5 The Commission should adopt rules as recommended by the American 

Bar Association in its Report and Recommendations of the Task Force on 

Private Placement Broker-Dealers, dated June 20, 2005.‡ [41 points] 

6(1) The SEC should relax the prohibitions against general solicitation and 

advertising found in Rule 502(c) of Regulation D under the Securities 

Act to parallel the "test the waters" provision of Rule 254 of Regulation 

A under the Act.§ [40 points] 

6(2) The SEC should increase the public equity float threshold for being a 

smaller reporting company from having a public float of less than $75 

million to less than $250 million.** [40 points] 

* This recommendation is specifically highlighted from those found in the ABA Report and 

Recommendations of the Task Force on Private Placement Broker-Dealers, dated June 20, 2005. 

† This recommendation is also specifically highlighted from those found in the ABA Report and 

Recommendations of the Task Force on Private Placement Broker-Dealers, dated June 20, 2005. 

‡ This recommendation first appeared in the April 2006 Final Report of the SEC Advisory Committee on 

Smaller Public Companies, and was subsequently recommended by the SEC Government-Business Forum 

Final Reports issued in 2006, 2007 and 2008. The recommendations are intended to promote the 

Commission's twin missions of enhancing small business capital formation and protecting investors. These 

objectives can be met by bringing more unregulated or ineffectively-regulated activity into an appropriate 

regulatory environment that emphasizes disclosure and education in the area of private placement broker 

involvement. Action may be accelerated by the appointment of an advisory committee or designation of a 

working group involving SEC staff of the Office of Chief Counsel of the Division of Trading and Markets 

and the Office of Small Business Policy of the Division of Corporation Finance. 

§ This recommendation appeared as No. 6 of the Securities Law Recommendations of the 2008 SEC Small 

Business Forum. It first appeared as Recommendation No. IV.P.5 of the Final Report of the Commission's 

Advisory Committee on Smaller Public Companies, dated April 23, 2006. 

** This recommendation is based on the experiences of certain “still emerging” public companies with 

public floats of just more than $75 million. Although $250 million is the better threshold, lesser amounts 

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8(1) The SEC should amend the definition of "smaller reporting company" to 

add a less than $100 million annual revenue threshold to the public float 

measurement to be classified as a "smaller reporting company.”†† [39 

points] 

8(2) The SEC should codify the staff's no-action letter to Country Business, 

Inc. (Nov. 8, 2006), allowing for a "small business sale" exemption from 

federal broker-dealer registration. [39 points] 

10 The SEC should amend Section 12(g)(1)(B) to increase the total assets 

test for requiring public company registration to an amount exceeding 

$100 million, from the current $10 million level.‡‡ [38 points] 

11 The SEC should be prepared to postpone the June 15, 2011 

implementation of XBRL for smaller reporting companies if and to the 

extent technological difficulties persist.§§ [37 points] 

12 Eliminate the one-third of market capitalization limit for primary 

offerings by smaller public companies in General Instruction I.B.6(a) of 

Form S-3 and General Instruction I.B.5(a) of Form F-3.*** [35 points] 

13(1) The SEC's Divisions of Corporation Finance and Trading and Markets 

should immediately require from The Depository Trust Company (DTC) 

understandable rules and standards with strict timeframes for applications 

for trading eligibility with DTC. Similar rules and standards should be 

adopted by DTC with respect to providing electronic book-entry transfer 

services for smaller public companies.††† [34 points] 

above $125 million would be acceptable. Smaller reporting companies under these new thresholds would 

receive the benefit of potentially not being subject to Section 404(b) of the Sarbanes-Oxley Act. 

†† This would take into consideration highly capital-intensive, innovative industries (such as biotechnology) 

which, by their nature, have public floats similar to accelerated filers but no or nominal product revenue. 

‡‡ This recommendation appeared as No. 14 of the Securities Law Recommendations of the 2008 SEC 

Small Business Forum. 

§§ Through media reports, smaller public company representatives are led to believe that the first wave of 

large accelerated filers using XBRL data tagging are experiencing certain technical difficulties with the 

implementation of this interactive data format. 

*** This recommendation was one of 12 involving smaller public companies included in the 2008 SEC 

Small Business Forum. It is included separately to emphasize its importance. 

††† As a result of apparent policy changes at The Depository Trust Company (DTC) in 2009, numerous 

smaller public companies have experienced significant unexplained delays and, in some cases, denials of 

applications for their securities to become eligible for deposit at DTC. Due to this, potential investors are 

unable to purchase shares through electronic exchanges over the Internet using their chosen broker. 

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13(2) The Commission should not change the current financial standards in the 

accredited investor definition. [34 points] 

15(1) The Regulation A $5 million ceiling should be increased along with the 

500 shareholders of record threshold in Section 12(g) of the Securities 

Exchange Act of 1934 in order to allow issuers to engage in general 

solicitation for larger aggregate amounts of capital without registration 

under either the Securities Act of 1933 or Securities Exchange Act of 

1934. [31 points] 

15(2) The SEC should exclude accredited investors, large accredited investors 

and qualified institutional buyers from the 500 shareholders of record 

calculation in Section 12(g) under the Securities Exchange Act for 

purposes of becoming a public company.‡‡‡ [31 points] 

15(3) The SEC should establish a publicly available data bank that identifies 

persons who have been held liable for securities fraud within a certain 

time period (e.g., five years) in legal proceedings at the state or federal 

level, including issuers, officers, directors and broker-dealers. [31 

points] 

18(1) The SEC should shorten the integration safe harbor in Regulation D from 

six months to 90 days, and further consider shortening such period to 30 

days, as recommended by the April 2006 Final Report of the SEC 

Advisory Committee on Smaller Public Companies.§§§ [30 points] 

18(2) The SEC should reduce the "notice and access" advance mailing 

requirement for smaller reporting company proxy statements to 30 days 

(from 40 days) to enable maximum small public company participation 

and cost savings by such companies.  [30 points] 

18(3) To provide liquidity for privately placed securities, the SEC should 

consider extending the Rule 144A exemption beyond qualified 

institutional buyers. For example, the SEC should establish a new Rule 

‡‡‡ The term “accredited investor” is defined in 17 CFR 230.501(a) of Regulation D; the term “large 

accredited investor” was proposed in SEC Release No. 33-8828 (Aug. 3 2007), but never adopted; and the 

term “qualified institutional buyer” is defined in 17 CFR 230.144A(a)(1). Investors already determined not 

to require the protections of registration under the Securities Act should not be included in determining the 

Section 12(g) threshold necessary for triggering periodic reporting and other obligations under the 

Securities Exchange Act, particularly in light of the increasing time period required before a company can 

achieve a public offering in today's environment. 

§§§ This recommendation appeared as No. 9 of the Securities Law Recommendations of the 2008 SEC 

Small Business Forum. 

** ** Smaller reporting companies may need longer preparation times than those required in other reporting 

and filing contexts. 

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144A-type exemption limited to trading among purchasers who do not 

need the protections of Securities Act registration.†††† [30 points] 

21 NASAA or the SEC should identify on its Web site states that participate 

in coordinated review programs for registration statements, as well as 

coordinated exemptions from registration and qualification requirements. 

[26 points] 

22 Implement the rulemaking proposal on Rule 144(i) requested in the 

petition for rulemaking letter of David N. Feldman, dated Oct. 1, 

2008.‡‡‡‡ [25 points] 

23(1) Permit forward incorporation by reference in all Form S-1 registration 

statements. Also, consider limited application to true secondary offerings 

on behalf of selling shareholders but exclude primary offerings.§§§§ [24 

points] 

23(2) The SEC should adopt new accreditation standards that are not limited to 

serving as proxies for an investor’s financial sophistication or that are 

limited by the guidelines set forth by the Supreme Court in the Ralston 

Purina case. [24 points] 

25 The SEC should revisit the "penny stock" rules as being too restrictive on 

some smaller reporting companies and harming their growth prospects by 

limiting their trading. [23 points] 

26 Given the increasing use of convertible preferred stock this year, in part, 

to structure “down round” protection for investors, the SEC should 

consider including within “public float” calculations, both common and 

convertible preferred equity of a company, in which the number of shares 

of convertible preferred stock would be included on an as-if-convertedto-common-stock basis for purposes of registration limitation 

calculations under General Instructions I.B.1 and I.B.6 of Form S-3 and 

the guidelines for Rule 415. [20 points] 

†††† This recommendation appeared as No. 8 of the Securities Law Recommendations of the 2008 SEC 

Small Business Forum. 

‡‡‡‡ The petition proposes an amendment that would remove the prohibition in Rule 144(i) on shareholders 

who acquired shares when an issuer was a “shell company” or former “shell company” from relying on 

Rule 144 if the issuer is not current in its SEC filings at the time of sale. The petition is available on the 

SEC Web site at http://www.sec.gov/rules/petitions/2008/petn4-572.pdf. 

§§§§ This recommendation includes a new proposal to limit application of forward incorporation by 

reference by excluding primary offerings. 

5
 
 

 

Tax Recommendations 

The tax issues breakout group developed the following 12 recommendations, which are 

not set forth in any particular order. 

1.	 The forum planning process should be expanded to increase and maximize attendance 

and to improve the quality of recommendations at future SEC forums on small business 

capital formation. We recommend the following changes: 

A.	 Require the participation in the planning process by representatives of at least 

the six following groups: 

� Department of the Treasury; 

� Small Business Administration; 

� former participants of the forum; 

� Financial Industry Regulatory Authority; 

� Congress; and 

� Executive Branch. 

B.	 The forum planning group should meet on a regular basis throughout the year 

to nominate, discuss and deliberate content for the forum. Minutes should be 

kept of the group’s meetings and sent to all of its members and the group 

should approve the forum final agenda. Specifically, the group should make 

decisions on the following aspects of the forum: 

� format, 

� content, 

� speakers, 

� location, and 

� length of time. 

C.	 Two weeks advance notice should be given before each meeting of the forum 

planning group, and attendees should be permitted to participate in person or 

via telephone conference call. 

6 
 

D.	 The full agenda with invited speakers, as approved by the forum planning 

group, should be provided to all prospective forum attendees at least one 

month before the forum to allow adequate time for their travel arrangements. 

2. Make the research and development tax credit permanent. 

3. In the broader context of research and development, in an effort to facilitate jobs creation, 

the process for importing and exporting small business technology should be expedited 

and made more small business friendly. 

4. Simplify the qualified home office deduction by providing a limited, optional standard 

home office business deduction. Fifty-three percent of America’s small businesses are 

home-based. The requirements to qualify for and calculate the deduction are confusing 

for taxpayers and do not account for changes in technology that affect the way business is 

conducted. Consequently, many at-home workers do not take advantage of the home 

office business deduction. The Internal Revenue Service National Taxpayer Advocate 

supports simplification of the home office business deduction.* 

5. Modernize the “use rules” for a “qualified home office” to permit 20 percent de minimis 

personal activity in a home office, similar to the personal use that normally occurs in 

other business and governmental office environments. 

6. Modernize Internal Revenue Code Section 280F(a)(1) concerning the depreciation 

limitation on “luxury” automobiles and light trucks to reflect the current average cost of 

vehicles necessary for normal business use. The inflation adjustment formula specified 

in the original legislation was flawed by its limitation to basic automobiles like those that 

existed in the 1980s, without allowance for the safety and fuel economy features 

mandated on current vehicles. This resulted in only a 20% increase in the limit since 

1986 even though the general inflation increase during that period was over 90%. The 

current law limits the cost recovery for a new vehicle over the normal 5-year depreciation 

period to only $15,000. The average new car price in 2006 was $28,450. 

7. Equalize the alternative minimum tax (“AMT”) exemption on business income for 

businesses that report income on a personal income tax return with the $7.5 million, 3--

year average gross income exemption that is now given to C corporation business 

entities, provided that the reporting individual materially participates in the business. The 

reporting of business income by S corporations and other entities that report “passthrough” income on the personal return, even when it has to be re-invested back into the 

business, results in a phase-out of the personal AMT exemption, which causes the AMT 

to be assessed at much lower income levels. This results in an inequitable AMT tax 

impact on the business income that would not apply to a small C corporation business 

under the same circumstances. 

* See “Legislative Recommendations,” Vol. 1, Section Two, National Taxpayer Advocate 2007 Annual Report to Congress, 

available at http://www.irs.gov/pub/irs-utl/arc_2007_vol_1_legislativerec.pdf. 

7
 
8. Increase the deductible percentage for business meal expenses to 80 percent for small 

businesses. Small businesses usually do not have tax deductible onsite conference rooms 

and client entertainment facilities that are often available to larger businesses. Personal 

meetings with existing or potential customers at a restaurant are one of the primary 

methods of client development for small businesses. Limitations could be put on the 

gross income size of a business and the maximum per person amount that would qualify 

for the 80 percent deduction. 

9. Permanently reform the estate tax, effective as of its scheduled demise on January 1, 

2010, to provide a unified gift and estate tax exemption of $5 million per person, indexed 

for inflation, with a re-valuation of the tax basis of non-cash assets at the time of death 

and the portability of any remaining tax credit to a spouse. The variation in exemption 

levels resulting from prior legislation has made estate planning difficult for businesses 

and individuals. A failure to re-value inherited assets at the time of death, as will occur as 

of January 1, 2010 under current law, can create a major capital gains tax burden for 

descendents and significant tax determination problems for tax preparers and the IRS. 

Also, limit the top rate to 35%. 

10. Make permanent the current $250,000 IRC Section 179 small business expensing 

provisions to stimulate business investment in new equipment and technologies. Small 

businesses often pay high interest rates to purchase new equipment in order to grow their 

businesses and create new jobs. The ability to recover the cost of a limited amount of 

new investment in the year of purchase, rather than over a long depreciation period, can 

be a critical factor in helping a small business survive and grow. 

11. Congress should set reasonable and equitable standards for state taxation of non-resident 

businesses. As state governments have experienced revenue shortages, state legislatures 

have created expanded non-resident business activity taxes that they are trying to impose 

on national Internet or mail-order businesses with no physical nexus in their state. If this 

is allowed to continue, small businesses could potentially have to calculate and pay one 

or more taxes in all 50 states. Because many of these state taxes allow credits for taxes 

paid in other states, they do not create significant net new revenue for all the states 

combined, but would create a major accounting and tax preparation impediment, as well 

as potential tax penalty cost, for small businesses which are not prepared to deal with this 

level of complexity. 

12. Congress should enact a tax credit option for direct investment in a qualified small 

business to encourage investment in small businesses. IRC Section 1202 provides a 

reduction in the capital gain recognized on the sale of stock in a successful qualified 

small business, but the current lower capital gains rates and AMT impacts have greatly 

reduced its incentive value. IRC Section 1244 also allows taking an ordinary loss on an 

investment in stock of an unsuccessful small business, but neither Section 1202 or 1244 

provides any immediate tax incentive at the time of the investment to offset the much 

higher risk of loss and lack of market liquidity on an investment in stock of a small 

business. 

8
 
 

 

Panelist and Moderator Biographies 

Alan Berkeley has practiced securities law in Washington, D.C. since the late 1960's. During 

the course of his ongoing career, his practice has included corporate, Board and management 

counseling and crisis response, corporate transactions (including mergers, acquisitions, financing 

transactions for privately-held and public companies), regulatory and enforcement matters at the 

SEC and other securities regulatory bodies. In addition to teaching business planning at 

Georgetown and George Washington law schools in past years, he has for more than 25 years 

chaired the annual ALI-ABA program on private placements and an ALI-ABA Fundamentals of 

Securities Law course. In the last six years he has gained additional perspective on corporate 

and securities law as a registered foreign lawyer in his firm's London office. Mr. Berkeley, a 

partner at K&L Gates, is a graduate of Cornell University and of Georgetown University's law 

school. He is an elected member of the American Law Institute and has chaired various ABA, 

FBA and DC Bar securities law committees and subcommittees. This past summer, Mr. 

Berkeley had the distinct honor of serving as an External Ph.D. Examiner at the School of Law, 

Trinity College, Dublin. 

Brian Borders founded Borders Law Group in 2003 and has been practicing law in Washington, 

D.C. for nearly 25 years. His practice is focused on legislative and administrative initiatives 

affecting securities regulation, corporate affairs, accounting standards and audit rules applicable 

to public and private companies, including venture capital funds. He also counsels clients on 

compliance and enforcement matters, as well as business opportunities related to regulatory 

change. His clients include trade associations, public and private companies and individuals. 

Mr. Borders currently serves as Co-chair of the NASDAQ Listing and Hearings Review Council. 

He is also a member of the Planning Committee of the Annual SEC Forum on Small Business 

Capital Formation, the Public Policy Council of the Certified Financial Planner Board of 

Standards and various American Bar Association committees. He previously served as a public 

governor on the boards of NASD (now FINRA), and the NASDAQ Stock Market. His 

experience also includes 10 years as president of the Association of Publicly Traded Companies, 

a non-profit business association of over 500 small-cap and mid-cap companies, and service as 

legislative counsel to a senior member of the Senate Banking Committee during the 100th and 

101st congresses. Mr. Borders earned his J.D. at the University of California, Hastings College 

of the Law, where he was a member of the Order of the Coif and the editorial board of the 

Hastings Law Journal. He is a graduate of the United States Military Academy at West Point 

and served in the Army in a variety of command and staff positions. 

Meredith B. Cross is the Director of the Division of Corporation Finance at the U.S. Securities 

and Exchange Commission. Before joining the Commission staff in June 2009, Ms. Cross was a 

partner at Wilmer Cutler Pickering Hale and Dorr LLP in Washington, D.C., where she advised 

clients on corporate and securities matters and was involved with the full range of issues faced 

by public and private companies in capital raising and financial reporting. Ms. Cross also 

worked in the Division of Corporation Finance before joining that firm in 1998. She began her 

previous tenure at the SEC in September 1990 as an Attorney Fellow in the Office of Chief 

1 
Counsel, and served in a variety of capacities within the Division, including Chief Counsel and 

Deputy Director. Before her previous tenure at the SEC, Ms. Cross worked in private practice in 

Atlanta. She earned her undergraduate degree from Duke University in 1979 and her law degree 

from Vanderbilt University Law School in 1982. 

Brian Croteau is the Deputy Chief Accountant of the Professional Practice Group within the 

Office of the Chief Accountant (OCA) at the U.S. Securities and Exchange Commission in 

Washington, D.C. In this position, he plays a key role in the Commission’s work related to 

overseeing the activities of the Public Company Accounting Oversight Board (PCAOB), 

managing the resolution of auditor independence issues and ethical matters, and monitoring audit 

and independence standard setting internationally. He also provides advice and develops 

positions on issues related to performance of audits, including auditor independence, that are 

referred to the OCA due to their complexity or policy implications. Brian has also served as 

Senior Associate Chief Accountant in the Professional Practice Group of OCA during his 

previous tenure at the SEC from 2004-2007. Prior to returning to the SEC in June 2010, Brian 

was a Partner in the National Office of PricewaterhouseCoopers LLP (PwC) from 2007-2010. 

Mr. Croteau was active on numerous task forces of the AICPA and the Center for Audit Quality. 

Brian worked as a senior manager in the Hartford, Connecticut office of PwC prior to joining the 

SEC staff in 2004. During his previous ten years of employment with PwC from 1994-2004, he 

managed the audits of both public and private companies. Brian is a Certified Public Accountant 

and a member of the AICPA. Brian earned his B.B.A. in accounting from the University of 

Massachusetts at Amherst. He was named 2007 accounting alumnus of the year of the UMassAmherst Eisenberg School of Management. 

Deborah S. Froling is a member of Arent Fox LLP’s Corporate/Securities and Real Estate 

Groups in the Washington, D.C. office. She has extensive experience in public and private 

offerings of debt, equity and convertible securities as both issuer’s and underwriter’s counsel, 

primarily for real estate companies, including REITs, tenant in common syndications, as well as 

equipment financing companies. She has also worked with public and private company clients 

providing general corporate counseling and advising on periodic and annual reporting and other 

Securities and Exchange Commission disclosure requirements. Deborah started her career at the 

Securities and Exchange Commission’s Division of Corporation Finance as an Attorney-Advisor 

in the real estate group and worked in private practice at two national law firms in Washington, 

D.C. as well as a nationally recognized law firm in real estate securities in Richmond, Virginia 

prior to joining Arent Fox LLP. Deborah is a member of numerous professional associations, 

including the Real Estate Securities Investment Association, where she is a member of the 

Legislative and Regulatory Committee and Due Diligence Committee, the Investment Program 

Association, where she is a member of the Legal and Regulatory Committee, the American Bar 

Association’s Section of Business Law, where she is a member of the leadership of the State 

Securities Subcommittee, and Deborah serves as Treasurer and a member of the Executive Board 

of the National Association of Women Lawyers. Deborah is a graduate of the Columbus School 

of Law at The Catholic University of America and the College of William and Mary. 

Mark G. Heesen is President of the National Venture Capital Association. Mr. Heesen has 

advocated for the venture capital industry, entrepreneurship and innovation for nearly two 

2 
decades, first as NVCA’s head of public policy and, since 1999 as the Association’s president. 

Mr. Heesen is engaged in legislative and regulatory issues surrounding information technology, 

life sciences and clean technology investing, providing strategic direction for the NVCA 

professional staff and managing a board of 26 venture capital practitioners. He has taken a 

leadership position on behalf of the venture capital industry on issues such as carried interest 

taxation, financial services reform, the FDA regulatory approval process, highly skilled 

immigration, patent reform, U.S. competitiveness issues, energy reform, support for basic 

research funding and countless other policy issues that impact America’s entrepreneurial 

ecosystem. As the primary spokesperson for the venture capital industry, Mr. Heesen is often 

called upon by the financial media, NVCA members, limited partners, and regional associations 

to offer insights and perspectives on trends and developments occurring within the asset class. 

He is a frequent presenter at industry conferences, a familiar and trusted source in news articles 

focusing on the venture industry, and a recurrent guest on CNBC and Bloomberg Television. 

Prior to his work at NVCA, Mr. Heesen was an aide to a former Governor of Pennsylvania and 

was Deputy Director for Federal Funds reporting to the Texas Legislature. He received a law 

degree with an emphasis in taxation from the Dickinson School of Law in 1984. 

David T. Hirschmann is senior vice president of the U.S. Chamber of Commerce and executive 

vice president of the National Chamber Foundation (NCF). NCF is responsible for driving the 

policy debate on key issues by formulating arguments, developing options, and influencing 

thinking to move the American business agenda forward. Mr. Hirschmann oversees Chamber 

initiatives ranging from strengthening capital markets to fighting intellectual property theft. Mr. 

Hirschmann is also president of the U.S. Chamber Center for Capital Markets Competitiveness 

(CCMC). In this capacity, he leads the Chamber's initiative dedicated to making U.S. capital 

markets the most fair, efficient, transparent, and attractive in the world. This effort addresses 

domestic and international securities regulation, as well as challenges to the auditing profession, 

proxy rules, business due process, and a host of other issues. 

Kevin M. Hogan is the Executive Director of the Investment Program Association. Mr. Hogan 

has more than 30 years of experience across a diverse range of financial services responsibilities, 

including product development, strategic planning and sales/marketing management. Before 

joining the IPA, Kevin was Senior Vice President, Product Development and Marketing for LPL 

Financial, where he was responsible for brokerage product sales and marketing including 

annuities, mutual funds, alternative investments, retirement plans and cash products. Previously, 

he worked at Scudder Investments in Chicago as head of annuity product marketing, spent 15 

years at CNA Financial Corp. in Chicago as chief marketing officer of the variable life and 

annuity division and held a senior management role with Metropolitan Life. As Executive 

Director of the IPA, Kevin helps set strategic direction for the organization, manages operations, 

and oversees the IPA's membership-driven committee structure. 

Marianne Hudson is Executive Director of the Angel Capital Association and Angel Capital 

Education Foundation in Overland Park, KS (Kansas City, MO area). Ms. Hudson leads two 

nonprofit organizations: the Angel Capital Association (ACA), the professional alliance of angel 

groups in North America, with 20 affiliates and 150 member groups representing 6,500 

individual accredited investors, and the Angel Capital Education Foundation (ACEF), which 

provides information, education, and research about angel investing to investors, policy makers, 

3 
university leaders, entrepreneurial support professionals, and entrepreneurs. ACEF was founded 

by the Ewing Marion Kauffman Foundation in 2005 and spun out of Kauffman as an 

independent charitable organization in March, 2007. Ms. Hudson led the angel initiative at the 

Kauffman Foundation that resulted in ACEF and also oversaw many of the Foundation’s 

entrepreneurial education and mentoring programs designed to ensure that more entrepreneurs 

develop sustainable, innovative businesses. Ms. Hudson has worked in the entrepreneurial 

support field for more than 20 years. She holds a B.A. in Economics and Political Science from 

the University of Kansas and an M.A. in Public Policy from Rutgers University. 

Jim Jaffe is President and Chief Executive Officer of the National Association of Seed and 

Venture Funds in Philadelphia, Pennsylvania. He has managed a private equity fund and spent 

nine years in Eastern Europe and Asia investing in small businesses in emerging economies. He 

serves on the boards of the National Business Incubation Association, Murex Investments and 

CDC Development Solutions. Mr. Jaffe was chief executive officer of NASVF located in 

Philadelphia, Pennsylvania, a national association with 650 members and 150 organizations. 

NASVF advances innovation capital and is a catalyst in bringing together capital, information 

and technology in the early-stage investing community. He has served as Managing General 

Partner of Murex, in Philadelphia, Pennsylvania and Senior Vice President of SEAF (Small 

Enterprise Assistance Funds) in Zagreb, Croatia. He was also Chief of Party of EnviroVentures, 

an innovative venture capital fund investing in environmental businesses in the Philippines. In 

addition, Mr. Jaffe also served as Managing Director of Metacenter, a USAID sponsored 

program that provided microfinance, business incubation and technical assistance for SMEs in 

L’viv, Ukraine. Both positions were at Counterpart International, an NGO based in Washington, 

D.C. Mr. Jaffe served as Managing Partner, Nicholas, Feder and Jaffe in Chicago, Illinois, a 

private equity firm. He served as President and CEO of Kearney National in Chicago, Illinois, a 

public company traded on the American Stock Exchange. Mr. Jaffe served as President and 

CEO of DKM Enterprises in Chicago, Illinois, a privately held group of 12 companies. 

Thomas J. Kim is the Chief Counsel and an Associate Director of the Division of Corporation 

Finance at the Securities and Exchange Commission. From 1995 to 1996, Mr. Kim served as a 

law clerk to the Hon. Louis F. Oberdorfer, U.S. District Court for the District of Columbia. Mr. 

Kim earned his J.D., magna cum laude, from Harvard Law School, where he was an editor of the 

Harvard Law Review. He graduated summa cum laude from Yale College with a B.A. in 

English. 

Gerald J. Laporte serves as Chief of the Office of Small Business Policy in the SEC's Division 

of Corporation Finance, Washington, D.C. He has practiced law in Washington since 1976, 

including a previous tenure at the SEC from 1982 to 1987. Before rejoining the SEC in late 

2002, Mr. Laporte practiced with the firm of Hogan & Hartson LLP. From 1997 to 1998, Mr. 

Laporte served as Chairman of the Corporation, Finance and Securities Law Section of the 

District of Columbia Bar. He holds a J.D. degree, awarded with honors, from the George 

Washington University Law School, where he was Managing Editor of the law review. He also 

holds an M.A. degree in political science from Georgetown University, and degrees from the 

University of Ottawa, Canada, and Sacred Heart Seminary College, Detroit. 

4 
 

Shelly Mui-Lipnik is the Director of Capital Formation and Financial Services Policy at the 

Biotechnology Industry Organization (BIO). Shelly is the lead policy staff on tax, securities and 

accounting policy issues impacting emerging biotechnology companies. Prior to joining BIO, 

Shelly worked on employee benefits policy issues in Hewitt Associates’ Washington office. In 

addition, Shelly has worked on Title I of ERISA on behalf of the U.S. Department of Labor for 

several years. Shelly received a Masters in Taxation (LLM) and Certificate in Employee 

Benefits from Georgetown University Law Center, a Juris Doctorate (JD) from Syracuse 

University College of Law and a Bachelor of Science (BS) in International Business from 

University of Maryland. She is a member of the New York Bar and District of Columbia Bar. 

Tram N. Nguyen is an Attorney-Adviser in the Office of Investment Adviser Regulation of the 

SEC’s Division of Investment Management, Washington, D.C. Before joining the Commission 

staff in May 2010, Ms. Nguyen practiced with the firm of Dechert LLP in Washington, D.C. for 

nearly five years. Before that time, Ms. Nguyen practiced law in New York City at Katten 

Muchin Rosenman LLP and Fried, Frank, Harris, Shriver & Jacobson LLP. In private practice, 

Ms. Nguyen focused on hedge funds and private equity funds, advising clients on fund related 

issues including fund formation, structuring and compliance and private offering requirements, 

and also advised financial institutions and investment advisers on requirements under the 

Investment Advisers Act. She holds a Juris Doctor degree from Columbia University School of 

Law, a Master of Arts degree from Harvard University and a Bachelor of Arts degree, magna 

cum laude, from Princeton University. 

Brett T. Palmer is the president of the National Association of Small Business Investment 

Companies (NASBIC). In this role, Mr. Palmer works to foster a strong and profitable SBIC 

community and a healthy environment for the private equity industry. He serves as NASBIC’s 

principal liaison and lobbyist with Congress, the Executive branch, and other industry 

organizations. Mr. Palmer brings years of valuable public policy and advocacy experience to 

NASBIC. In the executive branch he has held senior positions as Assistant Secretary of 

Commerce for Legislative Affairs and as Deputy Assistant Secretary for Trade Legislation. In 

Congress, Mr. Palmer served in a number of capacities including Policy Assistant to the Speaker 

of the House. Mr. Palmer graduated from Davidson College with a degree in history. 

Troy A. Paredes is a Commissioner of the Securities and Exchange Commission. Before his 

appointment as SEC Commissioner, he was a tenured professor at Washington University School 

of Law in St. Louis, Missouri. He also held a courtesy appointment at Washington University's 

Olin Business School. Commissioner Paredes primarily taught and researched in the areas of 

securities regulation and corporate governance. During his tenure as a professor, Commissioner 

Paredes made presentations around the country on securities law and corporate governance, and 

he served as an expert on various legal matters. As a professor, Commissioner Paredes has 

authored articles addressing these topics, and he is also a co-author (beginning with the 4th 

edition) of a multi-volume securities regulation treatise with Louis Loss and Joel Seligman 

entitled Securities Regulation. Before joining Washington University's faculty in 200l, 

Commissioner Paredes practiced law at prominent national law firms. As a practicing lawyer, 

Commissioner Paredes worked on a variety of transactions and legal matters involving 

financings, mergers and acquisitions, and corporate governance. Commissioner Paredes received 

5 
his bachelor's degree in economics from the University of California at Berkeley and his J.D. 

from Yale Law School. 

Chairman Mary L. Schapiro is the 29th Chairman of the U.S. Securities and Exchange 

Commission. Chairman Schapiro was appointed by President Barack Obama on January 20, 

2009, unanimously confirmed by the U.S. Senate, and sworn in on January 27, 2009. She is the 

first woman to serve as the agency’s permanent Chairman. Before becoming SEC Chairman, she 

was CEO of the Financial Industry Regulatory Authority (FINRA) — the largest nongovernmental regulator for all securities firms doing business with the U.S. public. Chairman 

Schapiro joined the organization in 1996 as President of NASD Regulation, and was named Vice 

Chairman in 2002. In 2006, she was named NASD’s Chairman and CEO. The following year, 

she led the organization’s consolidation with NYSE Member Regulation to form FINRA. 

Chairman Schapiro previously served as a Commissioner of the SEC from December 1988 to 

October 1994. She was appointed by President Ronald Reagan, reappointed by President George 

H.W. Bush in 1989, and named Acting Chairman by President Bill Clinton in 1993. She left the 

SEC when President Clinton appointed her Chairman of the Commodity Futures Trading 

Commission, where she served until 1996. A 1977 graduate of Franklin and Marshall College in 

Lancaster, Pennsylvania, Chairman Schapiro earned a Juris Doctor degree (with honors) from 

George Washington University in 1980. Chairman Schapiro was named the Financial Women’s 

Association Public Sector Woman of the Year in 2000. She received a Visionary Award from 

the National Council on Economic Education (NCEE) in 2008, honoring her as a “champion of 

economic empowerment.” 

Steve Shapiro is Vice President, General Counsel and Corporate Secretary of Cole Taylor Bank, 

a bank based in the Chicago area. In this capacity, Mr. Shapiro is responsible for all legal, 

compliance and corporate governance matters for this traded $4.7 billion bank and its publicly 

traded holding company. Mr. Shapiro’s legal expertise is in corporate governance, financings, 

mergers and acquisitions and securities and banking law. He is nationally recognized speaking 

on these and other topics, author of numerous articles and founder of several continuing legal 

education programs. He is a two-time President of the Chicago Chapter of the Society of 

Corporate Secretaries and Corporate Governance Professionals and currently serves on its 

Advisory Committee. He also serves the Society on national basis as a member of its Policy 

Advisory Committee and the co-Chairman of its Small and Mid-Cap Company Committee. Mr. 

Shapiro was just named Corporate Governance Professional of the Year for Small and Mid-Cap 

Companies by Corporate Secretary Magazine. He graduated cum laude from Columbia 

University in 1979 and from the University of Chicago Law School in 1984. 

Ann Yvonne Walker is a corporate securities partner in the law firm of Wilson, Sonsini, 

Goodrich & Rosati in Palo Alto, California, where she has practiced law since graduating from 

law school in 1979. She primarily represents high technology companies located in the "Silicon 

Valley" and specializes in corporate and securities law, including public offerings, mergers and 

acquisitions, corporate governance matters and general corporate representation, with a particular 

emphasis on public company disclosure obligations and SEC compliance issues. Ms. Walker is 

an active member of the Federal Regulation of Securities Committee of the Section of Business 

Law of the American Bar Association. She has served on drafting teams for many ABA 

comment letters on SEC releases, principally relating to the numerous SEC rulemaking projects 

6 
 

relating to the Sarbanes-Oxley Act of 2002, the Section 16 rules, the executive compensation 

disclosure rules, Form S-8, Rule 701, securities offering reform and rules for smaller reporting 

companies, and is currently involved with ABA comment letters in process relating to the Proxy 

Plumbing Concept Release and the rulemaking required by the Dodd-Frank Act. Ms. Walker is 

also active in the State Bar of California. She graduated from Burlingame High School as covaledictorian in 1972, received her B.S. in Mathematics (with distinction) from Stanford 

University in 1976 and her J.D. from Stanford Law School in 1979. 

Gregory C. Yadley is a Partner and chair of the Corporate Practice Group in the Tampa, Florida, 

office of Shumaker, Loop & Kendrick, LLP. His principal areas of practice are securities, 

mergers and acquisitions, banking, corporate and general business law. Mr. Yadley has 

represented business entities of all sizes, including closely-held and family businesses and large 

and small public companies. He regularly represents these clients in financing transactions, 

mergers and acquisitions, contract negotiations and disputes, strategic planning, legal compliance 

and general corporate matters. He has extensive experience in securities matters, including 

advising clients with regard to their private and public offerings of securities (including initial 

public offerings) and their ongoing disclosure obligations. Mr. Yadley is an adjunct professor at 

the University of Florida Levin College of Law, a frequent lecturer and contributor to legal 

periodicals, past Chair of the Florida Bar Business Law Section and subcommittees of the 

American Bar Association Business Law Section, Co-Editor of The Florida Bar Florida 

Corporate Practice Manual and Co-Director of the annual Federal Securities Institute. Mr. 

Yadley obtained his B.A. degree cum laude with Highest Honors in English from Dartmouth 

College and received his J.D. degree cum laude from George Washington University. 

7 
 

 

 

 

 

 

Registered Forum Participants
 

Registered to Participate in Person 

Martin Abo 

Abo and Company, LLC 

307 Fellowship Road, Suite 202 

Mount Laurel, NJ 08054 

(856) 222-4723 

Reagan Anderson 

NYSE Euronext 

801 Pennsylvania Ave., NW, Suite 630 

Washington, DC 20004 

(202) 347-4300 

Paula Argento 

Argento International Law Firm, PC 

(202) 538-2473 

Lev Bagramian 

United States Senate 

Banking Committee 

534 Dirksen Senate Office Building 

Washington, DC 20510 

(202) 224-1256 

Robert Bailey 

National Coalition for Capital 

1010 Wisconsin Avenue, NW, Suite 205 

Washington, DC 20007 

(202) 337-1661 

Steve Behar 

Behar Law Group, PLLC 

10 Division Street 

Farmingdale, NY 11735 

(212) 809-2550 

Barry Berkowitz 

Berkowitz Acquisitions 

6615 W. Boynton Beach Blvd. 

Suite 350 

Boynton Beach, FL 33437 

(561) 241-2412 

Lilah Blackstone 

Office of the Attorney General for the 

District of Columbia 

810 First Street, NE, Suite 701 

Washington, DC 20002 

(202) 442-7750 

Eric Blackledge 

National Small Business Network 

P.O. Box 639 

233 SW 2nd Street 

Corvallis, OR 97339 

(541) 829-0033 

Thomas Brennan 

Posternak Blankstein Lund, LLP 

The Prudential Tower 

800 Boylston Street, 33rd Floor 

Boston, MA 02199 

(617) 973-6197 

Francisca Brodrick 

d/b/a BONF International Enterprises 

1964 First Avenue, # 2-Z 

New York, NY 10029-6436 

(212) 534-6586 

Karl Chen 

301 Fortress Court 

Upper Marlboro, MD 20774 

(202) 345-0429 

Peter Chepucavage 

Plexus Consulting 

1620 L Street, NW 

Washington, DC 20006 

(202) 785-8940 

Faith Colish 

Carter Ledyard & Milburn, LLP 

2 Wall Street 

New York, NY 10005 

(212) 238-8873 

1 
 

 

 

 

 

 

 

 

 

 

 

 

James Cornell
 

Praxiis, LLC
 

5266 Seneca Street
 

West Seneca, NY 14224 

716-6001 

Leonard DeFranco
 

Law Firm of Leonard S. DeFranco 

340 Shore Drive 

Burr Ridge, IL 60527 

(630) 887-0900 

Mark Devine 

Strategy & Intel Solutions, LLC 

43880 Chloe Terrace
 

Ashburn, VA 20147 

(703) 915-7404 

James Durward 

(403) 689-3901 

Robert L. Edd, Jr., CPA 

U.S. Small Business Administration
 

740 15th Street, 3rd Floor 

Washington, DC 20005 

(202) 272-0346 

David Feldman
 

Richardson & Patel, LLP 

420 Lexington Avenue, Suite 2620 

New York, NY 10170
 

(212) 931-8700 

Spencer Feldman
 

Greenberg Traurig, LLP
 

MetLife Building
 

200 Park Avenue, 15th Floor 

New York, NY 10166
 

(212) 801-9221 

Edward H. Fleischman
 

Linklaters, LLP 

1345 6th Avenue, Suite 1900 

New York, NY 10105 

(917) 940-7012 

Ladd Ford 

DiMuroGinsberg 

908 King Street, Suite 200
 

Alexandria, VA 22314 

(703) 684-4333 

Richard Friedman
 

Sichenzia Ross Friedman Ference, LLP 

61 Broadway 

New York, NY 10006
 

(212) 930-9700 

Deborah Froling 

Real Estate Investment Securities 

Association (REISA) 

10401 N. Meridian Street, Suite 202 

Indianapolis, IN 46290 

(202) 857-6075 

Robert Goehring 

Robert W. Goehring & Associates
 

The Grant Building
 

310 Grant Street, Suite 1402 

Pittsburgh, PA 15219 

(412) 281-6525 

Shane Hansen 

Warner Norcross & Judd, LLP 

111 Lyon Street, NW, Suite 900 

Grand Rapids, MI 49503 

(616) 752-2145 

Timothy Harden
 

Krieg DeVault, LLP
 

2800 One Indiana Square
 

Indianapolis, IN 46204-2079 

(317) 238-6213 

Jean Harris 

Greenberg Traurig, LLP
 

2375 E. Camelback Road, Suite 700 

Phoenix, AZ 85016 

(602) 445-8310 

2 
 

 

 

 

 

 

 

 

 

 

William Haseltine
 

1629 K Street, NW, Suite 300 

Washington, DC 20006 

(703) 627-2652 

Scott Hatfield 

S. W. Hatfield, CPA 

9002 Green Oaks Circle
 

Dallas, TX 75243 

(214) 342-9635 

Lisabeth Heese
 

Pink OTC Markets 

725 8th Street, SE 

Washington, DC 20003 

(212) 896-4426 

Eric Hess 

Direct Edge 

545 Washington Boulevard 

Jersey City, NJ 07090 

(201) 942-8239 

Kamran Heydari 

(914) 275-5061 

Michael Hill
 

Baker Botts, LLP 

The Warner Building
 

1299 Pennsylvania Ave., NW 

Washington, DC 20004 

(202) 639-7784 

Kevin Hogan 

Investment Program Association 

P.O. Box 480 

Ellicott City, MD 21041 

(212) 812-9799 

Andrew Huff
 

National Association of Small Business 

Investment Companies
 

1100 H Street, NW, Suite 610 

Washington, DC 20005 

(202) 628-5055 

Gregg Johnson 

Summit Capital USA, Inc.
 

605 W. Park Ave., Suite 102 

Tempe, AZ 85284 

(480) 588-3333 

Harvey Kesner 

Sichenzia Ross Friedman Ference, LLP
 

61 Broadway, 32nd Floor 

New York, NY 10006
 

(646) 678-2543 

Deborrah Klis 

Shulman, Rogers, Gandal, Pordy & 

Ecker, P.A. 

12505 Park Potomac Avenue, 6th Floor 

Potomac, MD 20854 

(301) 230-5200 

Michele Kulerman
 

Hogan Lovells US, LLP 

555 13th Street, NW
 

Washington, DC 20004 

(202) 302-5791 

Wayne Lee
 

Greenberg Traurig, LLP
 

1750 Tysons Blvd. 

McLean, VA 22102 

(703) 749-1394 

Lee Liebolt
 

Attorney at Law
 

420 Lexington Avenue, Suite 2620 

New York, NY 10170 

(212) 286-1384 

Dan Loague 

Capital Formation Institute
 

11673-202 Charter Oak Court
 

Reston, VA 20190 

(405) 824-5549 

3
 
 

 

 

 

 

 

 

 

 

 

Hugh H. Makens 

Warner Norcross & Judd, LLP 

111 Lyon Street, NW, Suite 900 

Grand Rapids, MI 49503-2487 

(616) 752-2117 

Jones Mark 

Ecinema Networks, Inc. 

810 Red Ash Court 

Seffner, FL 33584 

(813) 436-6988 

J. Mike McManus 

DC Department of Insurance
 

Securities & Banking
 

810 First Street, NE 

Washington, DC 20002 

(202) 829-5259 

Jelena McWilliams 

U.S. Senate 

Committee on Small Business and 

Entrepreneurship
 

428A Russell Senate Office Building
 

Washington, DC 20510 

(202) 224-7884 

Theodore Miles
 

DC Department of Insurance 

Securities and Banking 

810 First Street, NE
 

Washington, DC 20002 

(202) 442-7800 

Scott Museles 

Shulman, Rogers, Gandal, Pordy & 

Ecker, P.A. 

12505 Park Potomac Avenue, 6th Floor 

Potomac, MD 20854 

(301) 230-5200 

Michael Nall
 

Alliance of MA Advisors 

200 E. Randolph Street, 24th Floor 

Chicago, IL 60601 

(877) 844-2535 

John Nelson 

Wall Street Without Walls
 

2031 Turtle Pond Drive
 

Reston, VA 20191 

(703) 648-9544 

R. Nick Niehoff 

United States OTC Markets, Inc.
 

Suite 450 

622 Pelhamdale Avenue
 

Pelham Manor, NY 10803 

(914) 552-6889 

James Oakley 

Oakley Company 

P.O. Box 1947 

Porterville, CA 93258 

(559) 781-9262 

Brett Palmer
 

National Association of Small Business 

Investment Companies
 

1100 H Street, NW, Suite 610 

Washington, DC 20005 

(202) 628-5055 

Brian Parkinson 

(410) 409-9068 

Kenneth Priore
 

Priore Law Group 

1025 Minna, #6 

San Francisco, CA 94103 

(415) 669-4323 

Alfred Reeves 

Affiliated Funding Corp. 

3801 E. Florida Avenue, Suite 400 

Denver, CO 80210 

(954) 258-5341 

Ines Reyes 

Communications Industry Skills Center
 

1100 Valley Road 

Melrose Park, PA 19027 

(215) 740-1624 

4
 
 

 

 

 

 

 

 

 

Jeffrey Rubin
 

Hogan Lovells US LLP 

875 Third Avenue
 

32nd Floor 

New York, NY 10022
 

(212) 918-8224 

Thala Taperman Rolnick
 

National Small Business Network
 

PMB 589 

5025 N. Central Avenue 

Phoenix, AZ 85012 

(602) 391-3593 

John Romano 

International Open Finance Association, 

Inc. 

14629 S.W. 104th Street, Suite 429 

Miami, FL 33186 

(305) 773-7663 

Zachary Rosenberg 

Jacko Law Group 

321 Walnut Street, #234 

Newton, MA 02460 

(617) 527-1707 

Al Rusch 

Securities Bureau of the District of 

Columbia 

(202) 442-7850 

Brad Rush 

Ascensic, PLC 

44084 Riverside Parkway, Suite 120 

Lansdowne, VA 20176 

(703) 679-7874 

Mark Saltzburg 

Abu Dhabi Investment Company 

National Bank of Abu Dhabi Building 

Al Khalidiya 

Tarik Bin Zayed Street 

Abu Dhabi, United Arab Emirates 

(917) 287-0378 

Michael Sauvante
 

Commonwealth Group
 

1308 Jason Drive 

Lompoc, CA 93436 

(805) 757-1085 

Mary Sjoquist 

Public Company Accounting Oversight 

Board 

1666 K Street, NW 

Washington, DC 20006 

(202) 207-9084 

Paul Spinrad 

Sustainable Economies Law Center
 

233 Rivoli Street
 

San Francisco, CA 94117 

(415) 564-7054 

Darold Stagner 

ClearMarket Advisors 

13901 Mackey 

Overland Park, KS 66223 

(913) 681-5746 

Eric Stein
 

Anslow & Jaclin, LLP 

195 Route 9 South 

Manalapan, NJ 7726 

(732) 409-1212 

Robert Stevens 

Technology Partners, LLC
 

535 16th Street, Suite 820
 

Denver, CO 80202 

(303) 459-2485 

Stephen Stine
 

DiMuroGinsberg, P.C. 

908 King Street, Suite 200 

Alexandria, VA 22314 

(703) 684-4333 

5 
 

 

 

 

 

 

 

 

 

 

 

Eduardo Ugarte, II 

6112 Greeley Blvd. 

Springfield, VA 22152 

(703) 451-1481 

Mike Vasilios 

Pink OTC Markets 

(212) 896-4486 

Philip Verges 

Small Equity Initiative 

(972) 693-5981 

Daniel G. Viola
 

Sadis & Goldberg LLP
 

551 Fifth Avenue, 21st Floor 

New York, NY 10176
 

(212) 573-8038 

Kelly Wilcox
 

United States Congress 

House Appropriations (Financial 

Services and General Government)
 

Rayburn B-300 

Washington, DC 

(202) 407-1400 

Kwesi Wood 

Kwesi E. Wood & Associates 

8701 Georgia Avenue, Suite 705 

Silver Spring, MD 20910 

(301) 272-5315 

Ann Yvonne Walker 

Wilson Sonsini Goodrich & Rosati
 

650 Page Mill Road
 

Palo Alto, CA 94304 

(650) 320-4643 

Brendon Weiss 

NYSE Euronext 

(202) 661-8979 

David Wenbert
 

6034 Richmond Hwy., Suite 619 

Alexandria, VA 22303 

(703) 899-1631 

Jillien Williams
 

Porterfield, Lowenthal & Fettig, LLC
 

415 Second Street, NE, Suite 200 

Washington, DC 20002 

(202) 715-0840 

Gregory Yadley 

Shumaker, Loop & Kendrick, LLP
 

101 E. Kennedy Blvd., Suite 2800
 

Tampa, FL 33602 

(813) 227-2238 

John Zayac
 

IBG Business Services, Inc. 

6455 S. Yosemite Street, PH Floor 

Greenwood Village, CO 80111 

(303) 785-0500 

Registered to Participate by Webcast 

and Telephone Conference Call 

Mike Adhikari
 

Illinois Corporate Investments, Inc.
 

175 Olde Half Day Road, Suite 100-17 

Lincolnshire, IL 60069 

(847) 438-1657 

Joan Adler 

Ellenoff Grossman & Schole, LLP 

150 East 42nd Street
 

New York, NY 10017
 

(212) 370-1300 

Karl Ahlm 

Gould & Ratner, LLP 

(312) 899-1661 

6
 
 

 

 

 

 

 

 

 

Francisco Almanzar
 

DWMA Properties, LLC 

3666 Varian Avenue 

Bronx, NY 10466 

(718) 644-1048 

Sam R. Asmah 

Volta Tax Center
 

1821 Summit Road, Suite 312
 

Mid City Executive Building
 

Cincinnati, OH 45237-2820 

(513) 362-2711 

Hicken Barrett
 

AMAA
 

6440 South Wasatch Blvd. 

Suite 300 

Salt Lake City, UT 84121 

(801) 993-5011 

Douglas Baumwall 

(786) 991-2223 

John Beale 

Accord Development Corporation 

One Accord Pond Drive 

Hingham, MA 02043 

(617) 990-2208 

Lloyd Bell
 

Meaden & Moore, Ltd.
 

1100 Superior Avenue, Suite 1100
 

Cleveland, OH 44114
 

(216) 241-3272 

George Bickerstaff 

GWB Capital LLC
 

133 Stanwich Road
 

Greenwich, CT 6830 

(203) 570-0478 

William Billeaud
 

Lombard Global, Inc.
 

101 E. Park Blvd., Suite 600 

Plano, TX 75074 

(214) 675-5539 

Elizabeth Bleakley
 

Kopecky, Schumacher & Bleakley, P.C.
 

203 N. LaSalle Street, Suite 1620 

Chicago, IL 60601 

(312) 380-6630 

Chris Blees 

BiggsKofford PC 

630 Southpointe Court, Suite 200
 

Colorado Springs, CO 80906 

(719) 579-9090 

Lisa Brice
 

Brice Law
 

244 Fifth Avenue, L291 

New York, NY 10001
 

(646) 764-9632 

James Burk 

Burk & Reedy, LLP 

1818 N. Street, NW, Suite 400 

Washington, DC 20036 

(202) 205-5002 

Andrew Cagnetta
 

Transworld Business Advisors 

5101 NW 21st Ave., Suite 300 

Fort Lauderdale, FL 333009 

(754) 224-3109 

Michael Cassata 

(508) 769-5445 

Janae Chamblee 

(214) 207-8765 

Peter Christman
 

The Christman Group
 

200 East Randolph, 24th Floor 

Chicago, IL 60601 

(847) 303-6554 

Patrick Clawson 

P.O. Box 470 

Flint, MI 48501-0470 

(810) 730-5110 

7
 
 

 

 

 

 

 

 

Susan Cohen 

Bingham
 

399 Park Avenue 

New York, NY 10022-07410 

(212) 705-7625 

Christopher Cole
 

Independent Community Bankers of 

America
 

1615 L Street, Suite 900 

Washington, DC 20036 

(202) 659-8111 

Amy Cortese 

Freelance Journalist/Author 

New York 

(718) 246-8091 

Lee Dahmer
 

B2B, CFO 

501 W. Peterson Road, Suite 100 

Libertyville, IL 60048 

(847) 918-9281 

Kevin Dempsey 

Summa Financial Group, LLC
 

2033 Gateway Place, Suite 500 

San Jose, CA 95110 

(408) 454-2600 

Mark Devine 

Alliance of Merger & Acquisition 

Advisors (AM&AA)
 

43880 Chloe Terrace
 

Ashburn, VA 20147 

(703) 915-7404 

Neal Dina
 

Candidate for Nevada State Assembly
 

3217 Brautigan Court
 

North Las Vegas, NV 89032 

(702) 738-5870 

Frederick Dolliver
 

Frederick Capital Corporation 

West Tower 

5000 Birch Street, Suite 3000 

Newport Beach, CA 92660 

(949) 476-3720 

Patrick Donohue 

8950 Gould Road 

Eden Prairie, MN 55347 

(612) 868-4001 

Jim Dunmire 

Murphy Business & Financial Services
 

513 N. Belcher Road
 

Clearwater, FL 33765
 

(727) 460-9719 

Gregory Dupuis 

Bridge Ventures, LLC
 

534 Cypress Bend 

Oldsmar, FL 34677 

(813) 343-2214 

Steven Egna
 

Teal Becker & Chiaramonte, CPAs, P.C.
 

7 Washington Square
 

Albany, NY 12205 

(518) 456-6663 

Dan Elliott
 

Southwest M&A, LLC 

3648 FM 1960 W, Suite 105 

Houston, TX 77068 

(281) 440-5153 

Martin Eng 

Western Technology Investment
 

2010 N. 1st Street, Suite 310
 

San Jose, CA 95131 

(408) 436-8577 

8 
 

 

 

 

 

 

 

 

James Ertel
 

Legacy M&A Advisors, LLC 

1101 Channelside Drive, Suite 290
 

Tampa, FL 33602-3611 

(813) 864-6600 

Neil Garth
 

Habanero Ventures 

45 Creek Road
 

Fairfax, CA 94930 

(415) 497-9409 

Cathryn Gawne 

Hopkins & Carley
 

70 S. 1st Street
 

San Jose, CA 95113 

(408) 286-9800 

Jim Gettel
 

Schenck M&A Solutions 

11414 West Park Place, Suite 200 

Milwaukee, WI 53224 

(414) 465-5578 

Hank Gracin 

Gracin & Marlow, LLP
 

405 Lexington Avenue
 

26th Floor 

New York, NY 10174
 

(212) 907-6457 

Derrick Grava 

(843) 768-2519 

Robert Gurrola
 

Summa Financial Group, LLC
 

2033 Gateway Place, Suite 500 

San Jose, CA 95110 

(408) 454-2600 

Erol Guvenoz
 

4700 N. Kolb Road, #10111 

Tucson, AZ 85750 

(520) 777-9262 

Stephanie Hanayik
 

SFI Investments, LLC
 

1350 Euclid Avenue, Suite 800 

Cleveland, OH 44115 

(216) 774-1120 

Paul Hansrote 

Keller Williams Realty of Jupiter
 

4455 Military Trail, Suite 100
 

Jupiter, FL 33458 

(561) 248-8727 

Michael Hauser 

M.L. Hauser Real Estate, LLC 

P.O. Box 17229 

Clearwater, FL 33762 

(727) 466-4686 

Matt Hawkins 

Alliance Equity 

Seattle, WA 

(509) 990-3509 

Calvin Hedman 

Hedman Partners 

(661) 286-1540 

Trevor Hulett 

R.L. Hulett & Company
 

8000 Maryland Avenue, Suite 245 

St. Louis, MO 63105 

(314) 721-0607 

Gregory Isaacs 

Sterling Business Advisors 

2911 Turtle Creek, Suite 300 

Dallas, TX 75219 

(214) 553-1166 

Latanja Johnson 

Professional Financial Services
 

3084 Gaston Avenue 

Montgomery, AL 36105 

(334) 356-0065 

9
 
 

 

 

 

 

 

 

 

 

 

 

 

Francis Keenan 

(410) 729-1015 

John Kevan 

PNT, LLC 

72 Paia Pohaku Street
 

Lahaina, HI 96761 

(808) 283-9790 

Don Keysser 

Hannover, Ltd. 

8014 Olson Memorial, Suite 444 

Minneapolis, MN 55427 

(612) 710-0995 

Brian Knight
 

Country Business, Inc. 

P.O. Box 1071 

Manchester Center, VT 05255 

(802) 362-4710 

Raymond Kolak
 

Eckhart Kolak, LLC 

55 W. Monroe Street, Suite 1925 

Chicago, IL 60603 

(312) 236-0646 

David Kozich
 

Plethora Businesses 

2117 W. Orangewood Avenue 

Orange, CA 92868 

(949) 610-5770 

Jeff Kraai
 

Exit Strategies, Inc.
 

6000 S.E. Beach Drive, Suite 100
 

Vancouver, WA 98661 

(360) 696-5812 

Len Krick
 

Sunbelt Business Brokers of Las Vegas, 

Inc. 

2300 West Sahara Avenue, Suite 800 

Las Vegas, NV 89102 

(702) 856-4701 

George Lanza
 

Plethora Businesses 

2117 West Orangewood Avenue 

CA 92686 

(714) 255-8862 

Raymond Larson 

Morgan Phillips Financial Group
 

6639 Date Palm Avenue S 

St. Petersburg, FL 33707 

(727) 235-9156 

Garit Lawson 

Coldwell Banker M&A
 

6550 S. Millrock Drive, Suite 200
 

Salt Lake City, UT 84121 

(801) 947-8395 

Jennifer LeBlanc
 

Tatum
 

10111 Richmond Ave., Suite 100 

Houston, TX 77042 

(832) 205-2937 

David Levine
 

American Sustainable Business Council
 

14 Wooster Street
 

New York, NY 10013
 

(917) 359-9623 

Thomas Lindahl
 

Lindahl & Associates
 

4450 Arapahoe Avenue, Suite 100 

Boulder, CO 80303 

(303) 415-2593 

Mike Maak 

NorthEast Business Advisors, LLC 

P.O. Box 325 

Rochester, MA 02770 

(508) 763-0209 

David Mabelle 

(208) 263-6309 

10 
 

 

 

 

 

 

 

 

 

 

Liz Marchi Gary Papay 

Montana Angel Network, Frontier Angel CK Business Consultants, Inc. 

Fund, LLC 

307 First Street West, Suite 2 

Polson, MT 59860 

(406) 883-4044 

Kenneth Marks 

High Rock Partners, Inc. 

(919) 256-8152 

Gene Massey 

CinemaShares.com
 

1334 Westwood Blvd., Suite 6 

Los Angeles, CA 90049 

(310) 476-3668 

Arne McDaniel 

(303) 783-4830 

Chris Mellen
 

Delphi Valuation Advisors, Inc.
 

100 River Ridge Drive, Suite 201 

Norwood, MA 02035 

(781) 551-8258 

John Neff
 

Management Solutions International, 

Inc. 

(407) 389-5900 

Susan Noble 

ParaBlue Service 

84 Narragansett Road 

Quincy, MA 02169 

(617) 472-0952 

Clifford Olin 

The Olin Group, LLC. 

468 Algerine Street 

Afton, NY 13730
 

(607) 639-1120 

114 S. Railroad Street 

Hughesville, PA 17737 

(570) 584-6488 

Gary Parker 

(704) 641-0330 

Dexter Perry 

The Providence Group of North 

Carolina, LLC
 

1400 Crescent Green, Suite G-100 

Cary, NC 27518 

(919) 858-7817 

Antony Prabhu 

Sett & Lucas
 

110 Wall Street
 

New York, NY 10005
 

(646) 314-3555 

Donna Prescott 

Abbott, PA 16922 

Michael Richards
 

Sunbelt Business Brokers 

Tampa, FL 33634 

(813) 831-5990 

Len Russek 

Murphy Business & Financial 

Corporation 

513 Belcher
 

Clearwater, FL 33766 

(727) 894-7888 

Michael Sassi 

M.D. Sassi Company 

425 Market Street, Suite 2200 

San Francisco, CA 94105 

(415) 617-1550 

11 
 

 

 

 

 

 

 

 

 

Adam Schecter
 

Geneva Glen Capital
 

123 N. Wacker Drive, Suite 820 

Chicago, IL 60606 

(312) 525-8502 

Brian Schmidt
 

Katz, Sapper & Miller
 

800 East 96th Street, Suite 500
 

Indianapolis, IN 46240 

(317) 580-2248 

Diane Smith
 

Northfork Strategies, Inc. 

P.O. Box 5089 

Whitefish, MT 59937 

(406) 250-4328 

Frederick Smith
 

UC Davis Graduate School of 

Management
 

806 11th Street
 

Davis, CA 95616 

(415) 717-6833 

E.J. Steele 

Task At Hand 

P.O. Box 88468 

Los Angeles, CA 90009 

(323) 514-59889 

David Teten
 

Teten Advisors 

611 W. 239th, 3H 

Bronx, NY 10463 

(917) 740-4450 

Diane Thomas
 

Premier Sales, Inc. 

14901 N. Scottsdale Road, #305 

Scottsdale, AZ 85254 

(480) 905-9030 

Mark Thorsby 

International Business Brokers 

Association 

401 N. Michigan Avenue 

Chicago, IL 60611 

(312) 321-5137 

James Tidwell
 

AM&AA 

2709 Brighthaven Drive
 

Raleigh, NC 27614 

(919) 793-6922 

Dawn Trembath
 

Good Work 

4344 Sterling Drive 

Durham, NC 27712 

(919) 724-8541 

Jonathan Turkel 

(212) 495-8271 

Robert Waugh 

Waugh & Company, Inc.
 

6150 State Road, 70 E. 

Bradenton, FL 34203 

(941) 755-3888 

Kwame Winston 

Old Red English Bulldogs Kennel, Inc. 

P.O. Box 1086 

Moncks Corner, SC 29461 

(843) 688-5098 

12