International Law Institute
A Member of Laureate International Universities
Kurumsal Üyesidir The International Law Institute (ILI), of Washington, DC., in collaboration with Corporate Governance Association of Turkey (TKYD) and İstanbul Bilgi University, Faculty of Law jointly present the following Program on:
CAPITAL MARKETS - REGULATION & COMPLIANCE The Program is the second of a series of programs by ILI, of Washington, DC., TKYD, and Istanbul Bilgi University Faculty of Law. The first of the Programs was held on “Governance and Anti-Corruption Methods” in June 2012. This second joint program will be on “Capital Markets- Regulation and Compliance” at İstanbul Bilgi University Dolapdere Campus and will be held on 6-8 and 14-15 December. The Program will be led by William W. Uchimoto and Professor Stuart Cohn from the ILI. Dr. Murat Doğu, Dr. Yusuf Z. Sönmez, Attny. Kayra Üçer and Bekir Yener Yıldırım will be attending the Program to address the issues within the Turkish context.
Date: 6-7-8 December and 14-15 December Venue: İstanbul Bilgi University, Dolapdere Campus The Program This course highlights the major issues and procedures relating to the development and regulation of capital and securities markets. Participants will discuss the major building blocks of an effective capital market, the policy environment needed to help its development and issues related to the growing interaction of emerging markets with developed capital markets as well as the implications of capital markets regulations, obligations of publicly listed companies and capital markets institutions and institutional investors within the Turkish context. The participants will be certified jointly by the ILI, TKYD and İstanbul Bilgi University.
To Register. Tuition is US$ 1,800 + 18% VAT, which covers all lectures, materials, lunches, and reception. Please contact Ertan Küçükyalçın at Tel:+90 212 347 62 73 or ekucukyalcin@tkyd.org.
* TKYD reserves the right to change or cancel any part of its published program due to unforeseen circumstances
Faculty Prof. Stuart R. COHN
Professor Cohn is the Associate Dean for International Studies at the University of Florida College of Law and a Senior Fellow of the United Nations Institute for Research and Training (UNITAR). He has conducted numerous workshops on capital market development and corporate governance on behalf of UNITAR and the International Law Institute and is the Director for three online UNITAR courses focusing on capital market issues that attract public and private sector participants throughout the world. Professor Cohn is author of Securities Counseling for Small and Emerging Companies, a treatise that focuses on capital raising and other securities law issues for start-up and developing companies. He has published numerous articles dealing with securities and corporate governance matters and is co-author of a major treatise on corporate law. Professor Cohn has law degrees from Oxford University, England, and Yale Law School. Dr. Murat DOĞU
Dr. Doğu holds a BA in economics from Bosphorus University, Faculty of Economics and Administrative Sciences, Msc. in Business Administration from Hacettepe University and an MBA from University of Warwick. He finished his Phd studies at Hacettepe University in Finance. Dr. Doğu started his career in 1991, as an assistant specialist at Capital Markets Board of Turkey (CMB). He was promoted as a lead specialist in 2003. He chaired CMB Corporate Governance Working Group since 2002. The Working Group issued the Corporate Governance Principles of Turkey in 2003. He is a board member of the Corporate Governance Association of Turkey and also chairs the Corporate Governance Working Group of the Turkish Business and Industry Association (TUSIAD). Dr. Doğu joined Doğan Yayın Holding in 2004, and currently is the vice president of financial affairs at Doğan Şirketler Grubu Holding A.Ş. William W. UCHIMOTO, Esquire
William Uchimoto is a shareholder of Stevens & Lee PC and chairs the law firm’s Securities Regulation and China practice groups. Prior to private practice, he was exposed to practical and challenging securities and corporate law work as the general counsel of Vie Financial Group, a Nasdaq listed technology company (1997-2003), as a senior vice president and general counsel of the Philadelphia Stock Exchange (1986-1997), and as an attorney in the Securities and Exchange Commission’s (“SEC”) Division of Market Regulation (1981-1986). At the SEC, Mr. Uchimoto facilitated development of the Congressionally mandated National Market System, which implemented listing standards for Nasdaq securities and linked disparate exchanges through the creation of the Intermarket Trading System. He has been a faculty member of the International Law Institute lecturing on U.S. capital market topics since 1989, and has taught courses in Securities Regulation at various Philadelphia area law schools. He holds a J.D. degree from the University of California, Hastings College of Law, and a Bachelor’s degree in Economics from the University of California at Davis. Mr. Uchimoto is licensed to practice law in Pennsylvania and California. DR. YUSUF Z. SÖNMEZ
Having graduated from Ankara University Faculty of Law in 1993, he was qualified as a lawyer at Ankara Bar Association. Following the legal exams held by the Ministry Of Justice, he began working as a trainer judge. In 1997, he began to work at the Legal Affairs Department of the Capital Markets Board of Turkey as an assistant legal expert. Presently he is still working at the Legal Affairs Department of Capital Markets Board as a deputy Head of the Legal Affair Department. Besides he is a member of the CMB Corporate Governance Working Group. He had Master Degree in commercial law from Ankara University Institute of Social Science in 1997. He completed his doctora thesis on commercial law and got his doctora degree in 2008. He is involved with the preparation of draft legislations regarding takeover and company law chapters of the EU Acquis in Twinning Project. He also worked for the amendment of the Capital Markets Law ATTNY. KAYRA ÜÇER
Mr. Kayra Üçer is a partner in the Corporate Practice Group of Hergüner Bilgen Özeke Attorney Partnership in Istanbul. He provides clients with legal assistance with respect to corporate and commercial matters including, among others, mergers and acquisitions, labor law, and anti-corruption/ compliance matters. Mr. Üçer holds an LL.M. from Georgetown University Law Center and a law diploma from Marmara University School of Law. Mr. Üçer is a member of the Istanbul Bar Association and sits on the Oversight Committee of the Corporate Governance Association of Turkey.
Bekİr Yener YILDIRIM
Mr. Yıldırım worked as an expert at the Capital Markets Board of Turkey between 1999-2006. He was the assistant secretary-general of the Association of Capital Market Intermediary Institutions of Turkey during 2006-2011 period. Mr. Yıldırım became the CEO and board member of Capital Market Licensing and Training Agency of Turkey, which was established in 2011. The Agency has been established according to the Capital Market Law and capital market regulations issued by Capital Market Board of Turkey (CMB). Agency is mainly responsible for certification (licensing) and mandatory training course for capital market professionals in Turkey. Mr. Yıldırım holds a BA degree in economics from Ankara University and is currently undertaking his MA studies at Istanbul Bilgi University on International Finance. He is currenty the chairman of the Turkish Association of Appraisers.
Capital Markets – Regulation and Compliance 6-7-8 December and 14-15 December 06 DECEMBER, THURSDAY 1st Day – 10:30) 9:00-09:30 am Registration 09:30 am-12:00 pm William W. Uchimoto l What is a “security” l Structure of US securities markets l Role/structure of US SEC l Role of self-regulation l Comparison of NYSE to Nasdaq 1:30-4:30 pm
l l l l
William W. Uchimoto IPO process in the US ADRs/GDRs and Secondary Public Offerings Reverse mergers and other going public transactions Crowd funding
07 DECEMBER, FRIDAY 2nd Day 9:00 am-10:30 am William W. Uchimoto l National Market System l New financial instruments and trading systems 10:30 am -12:00 pm Attny. Kayra Üçer l IPOs and Tender Offerings in Turkey 1:30-4:30 pm
Dr. Yusuf Z. Sönmez Deputy Head of Legal Affairs, CMB l Turkish Capital Markets and Related Regulations
08 DECEMBER, SATURDAY 3rd Day 9:30 am-12:00 pm William W. Uchimoto l Genesis of Rule 10b-5, the ultimate anti-fraud rule l Insider trading enforcement in the US l Enforcement and arbitration proceedings to address victims claims l Implications of the Dodd-Frank Act l Hot topics 1:30 – 4:30 pm
Dr. Murat Doğu Vice President Financial Affairs, Doğan Şirketler Grubu Hold. A.Ş. l Obligations of Publicly Listed Companies in Turkey
14 DECEMBER, FRIDAY 4th Day 9:30 am-12:00 pm Prof. Stuart Cohn l Generating and sustaining public confidence in the capital market l The importance of enforcement - including issues such as civil and criminal actions and the role of the judiciary 1:30-4:30 pm
Prof. Stuart Cohn
l The importance of corporate governance, including issues of conflict of interest
transactions, transparency and shareholder input
l The role and responsibilities, of securities professionals, including lawyers,
accountants, broker-dealers, analysts and underwriters
15 DECEMBER, SATURDAY 5th Day 9:30 am-12:00 pm Yener Yıldırım General Manager, Capital Markets Licencing Co., l Capital Markets Institutions and institutional investors in Turkey 1:30-4:30 pm
Prof. Stuart Cohn
l Capital-raising concerns of small and medium-sized companies (SMEs)
Capital Markets – Regulation and Compliance, 6-7-8 December and 14-15 December Application Form PARTICIPANT DETAILS Participant Name
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PLEASE EMAIL BACK TO ekucukyalcin@tkyd.org
Kurumsal Ăœyesidir
TKYD, founded in 2003, is a non-profit organization aiming to develop and promote adherence to corporate governance standards and guidelines in Turkey. Board members and senior executives meet at TKYD to shape the future implementation of corporate governance practices.