No. 20-649

In the Supreme Court of the United States 

LEVEL THE PLAYING FIELD, ET AL., PETITIONERS,

v.

FEDERAL ELECTION COMMISSION

ON PETITION FOR A WRIT OF CERTIORARI TO THE

UNITED STATES COURT OF APPEALS FOR THE

DISTRICT OF COLUMBIA CIRCUIT

BRIEF OF NONPROFIT LEADERS, SCHOLARS, 

AND PRACTITIONERS AS AMICI CURIAE IN

SUPPORT OF PETITIONERS

REBECCA L.D. GORDON

Counsel of Record

ANDRAS KOSARAS

ARNOLD & PORTER 

KAYE SCHOLER LLP

601 Massachusetts Ave., NW

Washington, DC 20001

(202) 942-5000

rebecca.gordon@

arnoldporter.com

Counsel for Amici Curiae
(I) 

TABLE OF CONTENTS

Page

Table of Authorities ........................................................... II

Interest of Amici Curiae .................................................... 1

Summary of Argument ........................................................ 4

Argument .............................................................................. 6

I. The CPD’s Informal Conflict-of-Interest Policy 

Willfully Ignores Partisan Conduct by Falling 

Woefully Short of Basic Standards of 

Governance Applicable to Nonprofit 

Organizations ................................................................ 7

II. The CPD’s Informal Conflict-Of-Interest 

Policy Is Incapable Of Preventing The 

Appearance Of Partisanship ...................................... 12

Conclusion ........................................................................... 15
(II) 

TABLE OF AUTHORITIES

Cases Page(s)

Level the Playing Field v. Fed. Election Comm’n, 

232 F. Supp. 3d 130 (D.D.C. 2017) ................................... 5

Statutes

15 U.S.C. 7264 ....................................................................... 8

Sarbanes-Oxley Act of 2002, 

Pub. L. No. 107-204, 116 Stat. 745 ................................... 8

Nonprofit Revitalization Act of 2013, 

N.Y. Not-for-Profit Corp. Law § 715-a(a)-(b) ................ 9

Other Authorities

BoardSource, Leading with Intent: 2017 National 

Index of Nonprofit Board Practices (2017), 

https://bit.ly/35S5wxW ...................................................... 7

BoardSource, Nonprofit Governance Index 2012

(2012), https://bit.ly/35UwIw7 .......................................... 7 

BoardSource, The Sarbanes-Oxley Act and 

Implications for Nonprofit Organizations 

(Jan. 2006), https://bit.ly/3fmAUY .................................. 8 

Independent Sector, Principles for 

Good Governance and Ethical Practice (2015), 

https://bit.ly/3nKUEIg ............................................... 9, 12 

IRS Form 990 (2018).......................................................... 10 

IRS Form 14114 (2009) ...................................................... 10 

IRS, Governance and Related Topics - 501(c)(3) 

Organizations (Feb. 4, 2008), 

https://bit.ly/3m7Wqm8 .................................................. 11

N.Y. Att’y Gen., Conflicts of Interest Policies Under 

the Nonprofit Revitalization Act of 2013, Guidance 

Document 2015-4 (Apr. 2015) ......................................... 10
III 

Other Authorities (Continued) Page(s)

Panel on the Nonprofit Sector, Strengthening 

Transparency Governance Accountability of 

Charitable Organizations: A Final Report to 

Congress and the Nonprofit Sector (2005), 

https://bit.ly/3fpf5Yc ..................................................... 8, 9 

Urban Institute, Nonprofit Governance in the 

United States: Findings on Performance and 

Accountability from the First National 

Representative Study (Sept. 2012), 

https://bit.ly/35UwIw7 ...................................................... 7
(1) 

INTEREST OF AMICI CURIAE1

Amici curiae are eight prominent leaders, scholars, 

and practitioners with considerable experience in the nonprofit sector. All of the amici are dedicated to ensuring 

public trust in the nonprofit organizations with which they 

are affiliated, or to the study or practice of nonprofit law, 

and therefore have a direct stake in the implications of 

this case for public trust in the nonprofit community at 

large2: 

 Norman R. Augustine is a recently retired member of 

the Bipartisan Policy Center’s Board of Directors. He 

served as chairman and principal officer of the American Red Cross for nine years, and as chairman of the 

National Academy of Engineering and the Defense 

Science Board. Mr. Augustine has served as Under 

Secretary of the Army and later Acting Secretary of 

the Army, and as Lecturer with the Rank of Professor 

on the faculty of Princeton University. He is a former 

president of the American Institute of Aeronautics 

and Astronautics and the Boy Scouts of America.

 Admiral Dennis C. Blair is the Knott Distinguished 

Visiting Professor at the University of North Carolina, 

Chapel Hill. He is the former United States Director 

of National Intelligence and a retired United States 

Navy admiral. He also serves as a member of the Energy Security Leadership Council and is on the boards 

1

 No counsel for a party authored this brief in whole or part, and 

no counsel or party made a monetary contribution to fund the preparation or submission of this brief. No one other than the amici 

curiae, their members, and their counsel made any monetary contribution to its preparation and submission. The parties were given 

timely notice and consented to this filing. 

2 Amici include for the Court’s reference their current and former 

professional and personal affiliations, but submit this brief in their 

personal capacities only. 
2 

of Freedom House, the National Bureau of Asian Research, the National Committee on U.S.-China Relations, and No Labels.

 Mary McInnis Boies serves as counsel to Boies Schiller Flexner LLP. She is a member of the Board of Directors of the Council on Foreign Relations and chairs 

its Committee on Nominations and Governance. She 

is a former Second Circuit representative to the American Bar Association’s Standing Committee of Federal 

Judiciary.

 W. Bowman Cutter was Chairman of the Board of 

CARE, a global development organization, for over 

seven years, and was a member of the Board for 20 

years; and is a founder and immediate past Chairman 

of MicroVest, a leading global microfinance fund with 

assets under management now in excess of $400 million. He is the immediate past Chairman of the Board 

of Resources for the Future, one of the most important 

energy and environmental research institutes in the 

world; and Chairman of the Tunisian American Enterprise Fund (TAEF), which was founded by the United 

States government to help the Tunisian economy 

through private sector investment. In addition, Mr. 

Cutter is Co-Chair of the Fiscal Health Subcommittee 

and past Co-Chairman of the Committee for Economic 

Development, the leading business “think-tank” in the 

United States. Mr. Cutter is a member of the New 

York Council on Foreign Relations.

 Dr. James J. Fishman is a professor of law Emeritus

at the Elisabeth Haub School of Law at Pace University and has authored numerous books and articles on 

nonprofit tax law and regulation. He is a co-author of 

New York Nonprofit Law and Practice: With Tax 

Analysis and a leading law school casebook, Nonprofit 

Organizations: Cases and Materials, now in its fifth 
3 

edition. He previously served as the executive director of the Council of New York Law Associates (now 

The Lawyers Alliance for New York) and Volunteer 

Lawyers for the Arts.

 Carla A. Hills is the chairman and CEO of Hills & 

Company, International Consultants, which advises 

companies on global trade and investment issues. Ms. 

Hill serves as Co-Chair Emeritus of the Council on 

Foreign Relations and of the Inter-American Dialogue; chair of the Advisory Board of the Center for 

Strategic & International Studies, chair of the National Committee on U.S.-China Relations, member of 

the executive committees of the Trilateral Commission, member of the Senior Advisory Council of the 

Gerald R. Ford Presidential Foundation, and a member of Yale’s President’s Council on International Activities. She also serves as honorary board member of 

the Peterson Institute for International Economics.

 Dr. Vali R. Nasr is the Dean of the Johns Hopkins University Paul H. Nitze School of Advanced International Studies and a Nonresident Senior Fellow at the 

Brookings Institution. He is a life member of the 

Council on Foreign Relations. Dr. Nasr was previously a Senior Advisor to the U.S. Special Representative for Afghanistan and Pakistan and a member of the 

U.S. Department of State’s Foreign Affairs Policy 

Board.

 Nancy E. Roman is the President and CEO of Partnership for a Healthier America (“PHA”). Prior to 

joining PHA, she was the President and CEO of the 

Capital Area Food Bank, an $80 million NGO addressing hunger and its companion problems of obesity and 

diet-related disease. She has served on the leadership 

team of the United Nation’s World Food Programme 

and as Vice President of the Council on Foreign 
4 

Relations. Ms. Roman currently serves on the board 

of Global Communities, a $125 million NGO working 

on global development issues in 25 countries, and on 

the board of the Millennial Action Project, an NGO 

that seeks to engage and work with millennials serving 

in government nationwide. 

For decades, amici have studied, developed, implemented, and promoted specific standards of governance 

and accountability within the nonprofit community, including with respect to identification and management of 

apparent and actual conflicts of interests, to strengthen 

public confidence in nonprofit organizations. Amici believe that an understanding of these standards in the context of the prevailing policies and practices of the Commission on Presidential Debates (CPD) will assist the 

Court’s resolution of this important petition. 

Many of the amici have had working relationships 

with and greatly respect the Commissioners of the FEC 

and the Directors of the CPD, and this brief is not intended to criticize their personal integrity. Rather, amici

question the rules and regulations under which the FEC 

and CPD operate, which require or allow the FEC Commissioners and CPD Board of Directors to have partisan 

affiliations.

SUMMARY OF ARGUMENT

This litigation is about safeguarding the integrity of 

the nation’s presidential and vice-presidential debates 

system. Petitioners have demonstrated throughout this 

litigation that the CPD is not, as it claims to be, nonpartisan. CPD’s leaders and many of its board members have 

been extensively involved in highly partisan activities for 

both the Republican and Democratic parties, including by 

participating in events for presidential and vice-presidential candidates from both parties. The Executive Director 

of the CPD claims that an “informal” conflict-of-interest 
5 

policy—allegedly supplemented by a terse “Political Activities Policy” never produced by the CPD and that at 

most “intend[s] to deter” rather than prohibit partisan activities—prevents the CPD board members from serving 

in an “official” capacity in a political campaign. Pet. App. 

104a. But this supposed “policy” is wholly inadequate to 

prevent actual conflicts of interest, much less the appearance thereof.

As the district court observed, in its initial decision, 

the Federal Election Commission (FEC) has “ignored” a 

“mountain of submitted evidence” that is probative of the 

CPD board members’ partisan conduct. Level the Playing Field v. Fed. Election Comm’n, 232 F. Supp. 3d 130, 

142-43 (D.D.C. 2017). The CPD refuses to follow established best practices for conflict-of-interest policies in the 

nonprofit sector, and the CPD’s purported policies do not 

sufficiently address actual or potential conflicts arising 

from partisanship at the CPD. Indeed, by eschewing formal conflict-of-interest policies that are explicit, written, 

accessible, and, importantly, appropriately monitored for 

compliance, the CPD has contravened an essential tenet 

of responsible governance for a nonprofit organization, 

thereby condoning and even encouraging the partisan activities of its board members without safeguarding its 

nonpartisan tax-exempt purposes. 

The integrity of the nation’s presidential and vicepresidential debates should not rest on informal and unenforceable conflict-of-interest policies—particularly 

when those limited policies by their own terms ostensibly 

permit CPD board members to consult “unofficially” with 

political campaigns, contribute to fundraising efforts, and 

even endorse candidates. The FEC’s post-remand decisions insulating this conduct are of profound importance 

to the fairness and openness of our presidential elections. 

This Court should grant certiorari and reverse the decision below.
6 

ARGUMENT

At no point in this litigation has CPD offered evidence 

of a formal, written conflict-of-interest policy governing 

its board members’ partisan political activities that is enforceable and monitored for compliance. One of CPD’s 

two purported policies, according to CPD’s own description, is “informal” and unwritten. See Pet. App. 104a. And 

while the CPD claims to have another policy that is written, that policy has never been produced and thus cannot 

meaningfully be evaluated. Moreover, the CPD admits 

that its policy does not even prohibit partisan conduct, and 

rather is at most “intended to deter” certain types of conduct. Pet. App. 104a. Because nothing is actually prohibited by this alleged policy, and no aspect of the policy is or 

could be enforced, the alleged written policy is really no 

policy at all. Consequently, even when the informal and 

purported written components are considered together, 

the CPD’s conflict-of-interest policy is entirely informal, 

unenforceable, and unmonitored, which renders it a nullity. The policy rests on formalistic and unrealistic distinctions between “official” and “personal” participation 

in political campaigns, Pet. App. 102a-105a, and it tries to 

create a distinction that does not and cannot exist, at an 

organization whose purpose is to host the presidential debates in a nonpartisan way, regarding partisan activities 

undertaken in an individual capacity as opposed to an organizational capacity.
7 

I. The CPD’s Informal Conflict-of-Interest Policy 

Willfully Ignores Partisan Conduct by Falling 

Woefully Short of Basic Standards of Governance 

Applicable to Nonprofit Organizations

The CPD’s failure to establish a formal, written conflict-of-interest policy to safeguard its impartiality contravenes the basic standards and practices of good governance that are fundamental in the nonprofit community. 

This failure directly inhibits the CPD’s ability to ensure 

that its board members perform their duties in a nonpartisan manner and, pursuant to their fiduciary duties as 

board members, in the best interest of the CPD in furthering its mission.

That a nonprofit organization must have written and 

enforceable conflict-of-interest policies is hardly controversial. In BoardSource’s most recent tri-annual survey 

of nonprofit governance practices, 94% of the 1,378 responding organizations had adopted a written conflict-ofinterest policy. See Leading with Intent: 2017 National 

Index of Nonprofit Board Practices 6, 52 (2017), 

https://bit.ly/35S5wxW. The prior compilation by BoardSource found that 96% of nonprofit organizations surveyed had adopted a written conflict-of-interest policy. 

BoardSource, Nonprofit Governance Index 2012, at 15 

(2012), https://bit.ly/35UwIw7. 

Conflict-of-interest guidelines were not always the 

norm and so prevalent in the nonprofit sector. In 2007, 

the Urban Institute reported that only half of the respondents in its national survey of nonprofit organizations 

had a written conflict-of-interest policy. See The Urban 

Institute, Nonprofit Governance in the United States: 

Findings on Performance and Accountability from the 

First National Representative Study 9 (2007), https://

urbn.is/3lVQZa4. However, the nonprofit community has 

been heavily influenced by the rigorous conflict-of-interest guidelines that govern publicly traded corporations 
8 

and large accounting firms. The enactment of the Sarbanes-Oxley Act of 2002, Pub. L. No. 107-204, 116 Stat. 

745, brought about renewed scrutiny of the governance of 

nonprofit organizations. See BoardSource, The Sarbanes-Oxley Act and Implications for Nonprofit Organizations 2, 10 (Jan. 2006), https://bit.ly/3fmAUYm. Specifically, Sarbanes-Oxley introduced a provision pertaining 

to the adoption and disclosure of a formal “code of ethics” 

for certain officers of a reportable company “to promote * * * the ethical handling of actual or apparent conflicts of interest between personal and professional relationships.” 15 U.S.C. 7264. As a result, although not formally extended to nonprofit organizations, the corporate 

governance standards under Sarbanes-Oxley have permanently altered expectations of governance practices for 

nonprofit organizations. Accordingly, adoption of written 

conflict-of-interest policies has increased significantly in 

the nonprofit community during the past decade. 

In 2005, the Panel on the Nonprofit Sector—consisting of several leaders of the nonprofit community convened by the nonprofit coalition Independent Sector—

issued a comprehensive report at the encouragement of 

the leaders of the Senate Finance Committee. See Panel 

on the Nonprofit Sector, Strengthening Transparency 

Governance Accountability of Charitable Organizations: 

A Final Report to Congress and the Nonprofit Sector

(2005), https://bit.ly/3fpf5Yc. In the report, the nonprofit 

community emphasized that “charitable organizations 

should adopt and enforce a conflict-of-interest policy consistent with its state laws and organizational needs.” Id.

at 8. The report, which reflected the input of “thousands 

of people representing diverse organizations from every 

part of the country,” ibid., instructs nonprofits to:
9 

[a]dopt and enforce a conflict of interest policy 

consistent with the laws of its state and tailored to 

its specific organizational needs and characteristics. This policy should define conflict of interest, 

identify the classes of individuals within the organization covered by the policy, facilitate disclosure of information that may help identify conflicts of interest, and specify procedures to be followed in managing conflicts of interest.

Id. at 81.

Independent Sector has since issued two additional 

reports, in 2007 and 2015, explicating its principles for 

good governance for nonprofit organizations. Independent Sector, Principles for Good Governance and Ethical 

Practice 5-6 (2015), https://bit.ly/3nKUEIg. Both reports 

counsel nonprofits to adopt and implement “policies and 

procedures to ensure that all conflicts of interest (real and 

potential), or the appearance thereof, within the organization and the governing board are appropriately managed 

through disclosure, recusal, or other means.” Id. at 12. 

The reports specifically contemplate a “written conflictof-interest policy,” with periodic monitoring for compliance, to avoid or manage any financial or non-financial

“conflict[] of interest that could affect the decisions of 

board members, staff leaders, and other employees.” 

Ibid. (emphasis added).

In many jurisdictions, such best practices for written 

conflict-of-interest policies are reflected in legislation and 

administrative guidance applicable to nonprofit organizations. For example, New York requires nonprofit organizations to adopt a conflict-of-interest policy that defines 

the circumstances constituting a conflict of interest, provides procedures for disclosing such a conflict, and describes the actions that should be taken after a conflict has 

been identified. See Nonprofit Revitalization Act of 2013, 
10 

N.Y. Not-for-Profit Corp. Law § 715-a(a)-(b). New York 

law recognizes that “to ensure that [the nonprofit organization’s] directors, officers, and key employees act in 

[such organization’s] best interest,” a conflict-of-interest 

policy may be required to cover “types of conflicts that 

may exist even though there is no financial interest at 

stake.” N.Y. Att’y Gen., Conflicts of Interest Policies Under the Nonprofit Revitalization Act of 2013, Guidance 

Document 2015-4, at 2-3 (Apr. 2015) (emphasis added).

The federal government, and in particular the Internal Revenue Service, also recognizes the importance for 

nonprofit organizations of implementing written conflictof-interest policies to manage all actual and potential conflicts, including non-financial conflicts. In addition to routinely gathering information about the written policies of 

nonprofit organizations through the applicable annual information return3

 and audit procedures,4 the IRS emphasizes that board members of a nonprofit organization 

should:

adopt and regularly evaluate a written conflict of 

interest policy that requires directors and staff to 

act solely in the interests of the charity without 

regard for personal interests; include[] written 

3

 In 2007, the IRS redesigned the annual information return for 

tax-exempt organizations (IRS Form 990) to enumerate several 

types of written policies and procedures that such organizations are 

expected to adopt, including a written conflict-of-interest policy and 

regular monitoring of such policy. See IRS Form 990, Part VI, Section B, Questions 12a-c (2018). 

4

 For each audit of a tax-exempt organization, the IRS has directed its agents to gather information about the governance practices of such organization so that the IRS can determine whether 

the organization has a written conflict-of-interest policy and, if so, 

whether such policy addresses recusals and requires annual written 

disclosures of any conflicts. See IRS Form 14114, Part 5, Questions 

18a-c (2009). 
11 

procedures for determining whether a relationship, financial interest, or business affiliation results in a conflict of interest; and prescribe[] a 

course of action in the event a conflict of interest 

is identified.

IRS, Governance and Related Topics - 501(c)(3) Organizations § 4(B) (Feb. 4, 2008), https://bit.ly/3m7Wqm8 (emphasis added).

The CPD’s only existing formal policy is explicitly 

limited to “financial conflicts of interest that could arise as 

a result of outside employment” and does not prevent the 

appearance of conflicts by the CPD board members. Pet. 

App. 105a. Prohibiting financial conflicts removes only

one possible source of actual conflicts of interest; it does 

nothing to address non-financial conflicts or the appearance of conflicts. Moreover, although the informal conflict-of-interest policy purports to “reflect[] the CPD’s 

view that a debate staging organization better serves the 

public when it * * * adopts and adheres to balanced policies designed to prevent even the potential for an erroneous appearance of partisanship” based on political activities undertaken by CPD-affiliated persons (including 

Board members) in a personal capacity, Pet. App. 104a, 

the policy is silent as to any specific mechanism for disclosure and management of situations that give rise to a realized or potential conflict.

It is unrealistic to expect that the CPD can, as its Executive Director has claimed, “operate[] completely independently of any party or political campaign,” C.A. App. 

1297, while governed by an unwritten and unmonitored 

conflict-of-interest policy with no formal procedure for 

disclosing actual or potential non-financial conflicts. Beyond the CPD’s self-serving claim that the unwritten policy prohibits the CPD board members from “serving in 

any official capacity with a political campaign,” ibid., there 
12 

is no indication as to whether the CPD has procedures to 

follow for enforcing the informal policy, whether the informal policy includes any reporting or monitoring requirements, or if there are consequences for violating the 

informal policy. Indeed, there is no suggestion that CPD 

enforces the informal policy at all. The failure of the 

CPD’s informal policy to conform to basic principles of 

nonprofit governance all but guarantees the prevalence of 

partisan conduct within the organization.

II. The CPD’s Informal Conflict-Of-Interest Policy Is 

Incapable Of Preventing The Appearance Of 

Partisanship

It is similarly uncontroversial, both within and outside the nonprofit community, that organizations charged 

with the public trust must prevent not only actual conflicts 

of interest, but also the appearance of such conflicts. In 

addition to instructing organizations to adopt written policies, Independent Sector counsels that “[a] charitable organization should adopt and implement policies and procedures to ensure that all conflicts of interest (real and 

potential), or the appearance thereof, within the organization and the governing board are appropriately managed 

through disclosure, recusal, or other means.” Independent Sector, Principles for Good Governance, supra, at 12 

(emphasis added). The CPD itself recognizes that avoiding the appearance of conflicts must be part of its mandate. C.A. App. 1298 (recognizing “the potential for an 

erroneous appearance of partisanship based on political 

activities undertaken by CPD-affiliated persons (including Board members) in a personal capacity” (emphasis 

added)). But the CPD’s conflict-of-interest policy, such as 

it is, falls short of eliminating the appearance of conflicts.

As described by the CPD Executive Director, the 

CPD’s informal policy prohibits board members only from 

serving in an “official” capacity on a political campaign or 
13 

with a political party, without any clarification as to the 

meaning of “official.” C.A. App. 1297. The CPD’s policy 

already lacks any enforcement mechanism, given that it is 

both unwritten and informal; and the CPD extinguishes 

what remains of the policy’s viability by expressly recognizing a loophole permitting board members, who make 

decisions about the selection of presidential and vice-presidential debate participants, to be actively involved in partisan political activities on behalf of those very same debate participants or their parties. 

The CPD compounds the problem by also recognizing a distinction between partisan political activities undertaken by the board members in their “personal capacit[ies],” as opposed to their “official capacit[ies].” C.A. 

App. 1297-98. For purposes of complying with a meaningful conflict-of-interest policy that should be drafted to 

help ensure that the CPD is engaging in its activities in a 

nonpartisan manner, as required pursuant to its tax-exempt status and by its specific mission of hosting the presidential and vice-presidential debates, this distinction between board members’ individual and official partisan activities is entirely unrealistic. 

Even if a clear line could be drawn between individual 

and official partisan activities, the CPD ignores that even 

individual partisan conduct by CPD board members can 

taint the organization itself, specifically in light of the mission of the CPD. At a minimum, such conduct would create the appearance of a conflict of interest; the public reasonably would interpret any overtly partisan statement 

by a board member as an expression of the views of the 

organization itself. Carried to its logical conclusion, the 

CPD would permit openly partisan conduct, so long as it 

is done in board members’ ill-defined “personal capacit[ies].” 
14 

The alleged written “policy” is no more effective than 

the unwritten “informal policy” at avoiding the appearance of conflict. As noted above, the CPD failed to disclose this policy, making it impossible to confirm that it 

would actually avoid the appearance of conflict. The 

CPD’s own description evinces that it would not because 

it only “intends to deter” partisan activities, instead of 

prohibiting them. Thus, the CPD’s leadership may continue to, and apparently does, actively support and oppose 

partisan causes, notwithstanding any supposed “deterrence” from the alleged written policy. 

* * *

An unwritten, informal conflict-of-interest policy is 

tantamount to having no policy at all. The CPD fails to 

meet the basic standard of governance adopted by the 

nonprofit community at large. Its board members have 

engaged in the endorsement of (and opposition to) political campaigns and other partisan conduct, while at the 

same time bearing responsibility for ensuring that the 

CPD conducts its activities in a nonpartisan way in accordance with its tax-exempt purposes. For an organization like the CPD that is charged with safeguarding the 

integrity of the nation’s presidential and vice-presidential 

debates, the FEC should and must demand more. And 

given the importance of fair, robust political competition 

to our democratic system, this Court’s review is urgently 

needed.
15 

CONCLUSION

For these reasons, and those stated in the petition, 

the petition for a writ of certiorari should be granted. 

Respectfully submitted.

DECEMBER 2020

REBECCA L.D. GORDON

Counsel of Record

ANDRAS KOSARAS

ARNOLD & PORTER 

KAYE SCHOLER LLP

601 Massachusetts Ave., NW

Washington, DC 20001

(202) 942-5000

rebecca.gordon@

arnoldporter.com

Counsel for Amici Curiae