U.S. Court of Appeals, Seventh Circuit
Frank H. Easterbrook is a judge of the United States Court of Appeals for the Seventh Circuit and a Senior Lecturer at the Law School of the University of Chicago. He was Chief Judge from 2006–2013. Before joining the court in 1985, he was the Lee andBrena Freeman Professor of Law at the University of Chicago, where he taught and wrote in antitrust, securities, corporate law, jurisprudence, and criminal procedure. He has published The Economic Structure of Corporate Law (with Daniel R. Fischel) and about 100 scholarly articles. He served as Co-Editor of the Journal of Law and Economics from 1982 to 1991 and as a member of the Judicial Conference’s Standing Committee on Rules of Practice and Procedure from 1991 to 1997. Before joining the faculty of the Law School in 1979, Judge Easterbrook was Deputy Solicitor General of the United States. He holds degrees from Swarthmore College (B.A. with high honors, 1970) and the University of Chicago (J.D. cum laude, 1973), and is a member of the American Academy of Arts and Sciences, the American Law Institute, the Mont Pelerin Society, Phi Beta Kappa, and the Order of the Coif.
Partner and Deputy Chair, Securities Department, WilmerHale
Daniel Gallagher advises corporate boards and management on the full range of legal and strategic issues they face, and counsels financial services and accounting firms in investigations, regulatory proceedings and policy matters. Mr. Gallagher brings to his practice an unparalleled breadth of experience from having served not only in senior positions at the Securities and Exchange Commission but also as the chief legal officer of a global, S&P 500 corporation and general counsel of a broker-dealer.
Mr. Gallagher has extensive experience in the public and private sectors, navigating regulatory matters, financial markets, corporate legal affairs and governance, and fintech issues, including the regulatory and policy issues arising from new technology.
Mr. Gallagher previously served as the chief legal officer at Mylan N.V., a leading global pharmaceutical company; as the president of a financial services consulting firm; and as an SEC Commissioner. As an SEC Commissioner, Mr. Gallagher championed corporate governance reform, advocated for a comprehensive holistic review of equity market structural issues, and encouraged greatly improving the commission’s fixed income market expertise.
Mr. Gallagher also served on SEC staff in various senior roles, including as the deputy director and co-acting director of the Division of Trading and Markets, where he was on the front lines of the agency’s response to the financial crisis, including representing the commission in the Lehman Brothers liquidation. He was also a counsel to former SEC Commissioner Paul Atkins and to former Chairman Christopher Cox, working on matters involving the Division of Enforcement and the Division of Trading and Markets.
Earlier in his career, Mr. Gallagher was the senior vice president and general counsel of a global provider of financial services technology, where he managed all legal and regulatory matters. He first joined WilmerHale in 1993 as an associate in the firm’s Securities Department.
Partner, Simpson Thacher & Bartlett LLP
Joseph Kaufman is a Partner at Simpson Thacher & Bartlett LLP where he is a member of the Firm's Corporate Department. Mr. Kaufman advises clients on public and private offerings of debt and equity securities, corporate governance, business combinations and general corporate and securities law matters.
Mr. Kaufman advised HCA Holdings Inc. in its March 2011 $4.35 billion initial public offering, the largest private-equity backed IPO ever in the United States. He also advised Nielsen Holdings N.V. in its January 2011 $1.89 billion initial public offering, as well as each of Dollar General Corporation, Virgin Mobile USA, Inc., Sealy Corporation and PanAmSat Holding Corporation in connection with their respective initial public offerings. He also advised The Mosaic Company in connection with $8.7 billion in secondary equity offerings during 2011 relating to Mosaic’s split-off from Cargill, Incorporated, as well as Kohlberg Kravis Roberts & Co. in connection with its business combination with KKR Private Equity Investors L.P., resulting in KKR being listed publicly on the New York Stock Exchange.
With respect to debt securities, he advised Del Monte Foods Company, ARAMARK Corporation, Dollar General, Sealy and Accellent Inc. in connection with 144A high yield note offerings related to their leveraged acquisitions as well as subsequent refinancings. He also represented Wyeth in connection with its sale to Pfizer Inc., as well as the issuance by Wyeth of over $12 billion of notes and convertible debentures.
Mr. Kaufman joined Simpson Thacher & Bartlett LLP in 1994 and was elected a member of the Firm in November 2002. In 2011, he was named by The National Law Journal as one of the three “Most Influential Lawyers” in the Finance and Capital Markets category. In 2005, he was named one of 17 “Up-and-Comers of the Deal Economy” by The Deal magazine. He received his A.B., magna cum laude, from Harvard College in 1989, and his B.A. (Hons.) in Economics from the University of Canterbury (New Zealand) in 1990. He received his J.D. with honors from University of Chicago Law School in 1994, where he was managing editor of the University of Chicago Legal Forum. He is admitted to practice in the State of New York.
Former Managing Director, BlackRock Inc.
Joanne Medero was until July 2020 a Managing Director at BlackRock where she was member of their Global Public Policy Group and a Senior Advisor to the Vice Chairman on the intersection of public policy and corporate governance. In June 2021, Ms. Medero was appointed a director/trustee of the Nuveen Funds.
Ms. Medero's service with BlackRock dates back to 1996, including her years with Barclays Global Investors (BGI), which merged with BlackRock in 2009. She joined BGI as its Global General Counsel in 1996 and after more than ten years in that role, became the global head of Government Relations and Public Policy for Barclays’ investment banking and investment management businesses. Prior to joining BGI, Ms. Medero was a partner with Orrick, Herrington and Sutcliffe specializing in derivatives and market regulation issues. Ms. Medero also served as general counsel of the Commodity Futures Trading Commission (1989-1993) and as an associate director for legal and financial affairs at the Office of Presidential Personnel, The White House (1986-1989).
Ms. Medero is a graduate of St. Lawrence University and received her JD from George Washington University.
Professor of Law and Rouse Chairholder, Antonin Scalia Law School, George Mason University
Professor Miller holds an Allison and Dorothy Rouse Chair in Law at the Antonin Scalia Law School. An elected member of the American Law Institute and a research member of the European Corporate Governance Institute, Professor Miller is also a Fellow and the Co-Director of the Program on Organizations, Business and Markets at the Classical Liberal Institute at the New York University Law School, an Adjunct Fellow at the Manhattan Institute, and an Affiliated Scholar at the James Wilson Institute on Natural Rights and the American Founding. Prior to joining George Mason University in 2025, Professor Miller was the F. Arnold Daum Chair in Corporate Finance and Law and a Professor of Law at the University of Iowa College of Law, where he had also served as the Associate Dean for Faculty Development.
Professor Miller’s research concerns corporate and securities law, the economic analysis of law, and the philosophy of law. He is particularly interested in applying economic concepts and methods to understand provisions in contracts between sophisticated commercial parties. He has written on material adverse effect clauses under Delaware law, the fiduciary duties of corporate directors, director oversight liability, the history and development of Delaware corporate law, and much more. His articles and working papers are available on his SSRN page.
Professor Miller has been cited by federal and state courts in the United States, including the Delaware Supreme Court and the Delaware Court of Chancery, as well as by the Commercial Court of the United Kingdom and the Ontario Superior Court of Justice (Commercial List) in Canada. Additionally, he is a member of the Committee on Mergers, Acquisitions & Corporate Control Contests and a former chair of the Corporation Law Committee of the New York City Bar Association.
Earlier in his career, Professor Miller was a Professor of Law at the Villanova University School of Law and the Associate Director of the Matthew J. Ryan Center for the Study of Free Institutions and the Public Good at Villanova University. He has been a Visiting Professor of Law at the University of Pennsylvania Law School, a Visiting Assistant Professor of Law at the Cardozo Law School, and an Olin Fellow in Law and Economics at the Columbia Law School.
Before entering academia, Professor Miller was an associate with Wachtell, Lipton, Rosen & Katz. He earned his J.D. from the Yale Law School where he was a Senior Editor of the Yale Law Journal and an Olin Fellow in Law, Economics and Public Policy. He earned his M.A. and M.Phil. degrees in philosophy from Columbia University, where he held a Mellon Fellowship in the Humanities from the Woodrow Wilson National Fellowship Foundation and a Western Civilization Fellowship from the Intercollegiate Studies Institute. He earned his B.A. in philosophy and mathematics from Columbia College.
Peter P. Weidenbruch, Jr. Professor of Business Law, Georgetown University Law Center
Professor Thompson teaches courses in the corporate and securities area, including mergers and limited liability. He joined the Georgetown faculty in 2010 after visiting in 2009-10. Previous positions include service as the New York Alumni Chancellor’s Professor of Law and Professor of Management at Vanderbilt University and the George Alexander Madill Professor of Law at Washington University. He has visited at New York University and Northwestern University and has taught intensive courses at the University of Sydney. He has authored or co-authored casebooks on corporations and on mergers, treatises on Close Corporations and Oppression of Minority Shareholders and LLC Members, and more than 50 articles. Professor Thompson has testified before committees of Congress, a state legislature, and the New York Stock Exchange. He has served since 1991 as editor of the Corporate Practice Commentator, served as an adviser for the American Law Institute's Restatement (Third) of Agency and chaired two sections of the Association of American Law Schools.
U.S. Court of Appeals, Seventh Circuit
Frank H. Easterbrook is a judge of the United States Court of Appeals for the Seventh Circuit and a Senior Lecturer at the Law School of the University of Chicago. He was Chief Judge from 2006–2013. Before joining the court in 1985, he was the Lee andBrena Freeman Professor of Law at the University of Chicago, where he taught and wrote in antitrust, securities, corporate law, jurisprudence, and criminal procedure. He has published The Economic Structure of Corporate Law (with Daniel R. Fischel) and about 100 scholarly articles. He served as Co-Editor of the Journal of Law and Economics from 1982 to 1991 and as a member of the Judicial Conference’s Standing Committee on Rules of Practice and Procedure from 1991 to 1997. Before joining the faculty of the Law School in 1979, Judge Easterbrook was Deputy Solicitor General of the United States. He holds degrees from Swarthmore College (B.A. with high honors, 1970) and the University of Chicago (J.D. cum laude, 1973), and is a member of the American Academy of Arts and Sciences, the American Law Institute, the Mont Pelerin Society, Phi Beta Kappa, and the Order of the Coif.
Partner and Deputy Chair, Securities Department, WilmerHale
Daniel Gallagher advises corporate boards and management on the full range of legal and strategic issues they face, and counsels financial services and accounting firms in investigations, regulatory proceedings and policy matters. Mr. Gallagher brings to his practice an unparalleled breadth of experience from having served not only in senior positions at the Securities and Exchange Commission but also as the chief legal officer of a global, S&P 500 corporation and general counsel of a broker-dealer.
Mr. Gallagher has extensive experience in the public and private sectors, navigating regulatory matters, financial markets, corporate legal affairs and governance, and fintech issues, including the regulatory and policy issues arising from new technology.
Mr. Gallagher previously served as the chief legal officer at Mylan N.V., a leading global pharmaceutical company; as the president of a financial services consulting firm; and as an SEC Commissioner. As an SEC Commissioner, Mr. Gallagher championed corporate governance reform, advocated for a comprehensive holistic review of equity market structural issues, and encouraged greatly improving the commission’s fixed income market expertise.
Mr. Gallagher also served on SEC staff in various senior roles, including as the deputy director and co-acting director of the Division of Trading and Markets, where he was on the front lines of the agency’s response to the financial crisis, including representing the commission in the Lehman Brothers liquidation. He was also a counsel to former SEC Commissioner Paul Atkins and to former Chairman Christopher Cox, working on matters involving the Division of Enforcement and the Division of Trading and Markets.
Earlier in his career, Mr. Gallagher was the senior vice president and general counsel of a global provider of financial services technology, where he managed all legal and regulatory matters. He first joined WilmerHale in 1993 as an associate in the firm’s Securities Department.
Partner, Simpson Thacher & Bartlett LLP
Joseph Kaufman is a Partner at Simpson Thacher & Bartlett LLP where he is a member of the Firm's Corporate Department. Mr. Kaufman advises clients on public and private offerings of debt and equity securities, corporate governance, business combinations and general corporate and securities law matters.
Mr. Kaufman advised HCA Holdings Inc. in its March 2011 $4.35 billion initial public offering, the largest private-equity backed IPO ever in the United States. He also advised Nielsen Holdings N.V. in its January 2011 $1.89 billion initial public offering, as well as each of Dollar General Corporation, Virgin Mobile USA, Inc., Sealy Corporation and PanAmSat Holding Corporation in connection with their respective initial public offerings. He also advised The Mosaic Company in connection with $8.7 billion in secondary equity offerings during 2011 relating to Mosaic’s split-off from Cargill, Incorporated, as well as Kohlberg Kravis Roberts & Co. in connection with its business combination with KKR Private Equity Investors L.P., resulting in KKR being listed publicly on the New York Stock Exchange.
With respect to debt securities, he advised Del Monte Foods Company, ARAMARK Corporation, Dollar General, Sealy and Accellent Inc. in connection with 144A high yield note offerings related to their leveraged acquisitions as well as subsequent refinancings. He also represented Wyeth in connection with its sale to Pfizer Inc., as well as the issuance by Wyeth of over $12 billion of notes and convertible debentures.
Mr. Kaufman joined Simpson Thacher & Bartlett LLP in 1994 and was elected a member of the Firm in November 2002. In 2011, he was named by The National Law Journal as one of the three “Most Influential Lawyers” in the Finance and Capital Markets category. In 2005, he was named one of 17 “Up-and-Comers of the Deal Economy” by The Deal magazine. He received his A.B., magna cum laude, from Harvard College in 1989, and his B.A. (Hons.) in Economics from the University of Canterbury (New Zealand) in 1990. He received his J.D. with honors from University of Chicago Law School in 1994, where he was managing editor of the University of Chicago Legal Forum. He is admitted to practice in the State of New York.
Former Managing Director, BlackRock Inc.
Joanne Medero was until July 2020 a Managing Director at BlackRock where she was member of their Global Public Policy Group and a Senior Advisor to the Vice Chairman on the intersection of public policy and corporate governance. In June 2021, Ms. Medero was appointed a director/trustee of the Nuveen Funds.
Ms. Medero's service with BlackRock dates back to 1996, including her years with Barclays Global Investors (BGI), which merged with BlackRock in 2009. She joined BGI as its Global General Counsel in 1996 and after more than ten years in that role, became the global head of Government Relations and Public Policy for Barclays’ investment banking and investment management businesses. Prior to joining BGI, Ms. Medero was a partner with Orrick, Herrington and Sutcliffe specializing in derivatives and market regulation issues. Ms. Medero also served as general counsel of the Commodity Futures Trading Commission (1989-1993) and as an associate director for legal and financial affairs at the Office of Presidential Personnel, The White House (1986-1989).
Ms. Medero is a graduate of St. Lawrence University and received her JD from George Washington University.
Professor of Law and Rouse Chairholder, Antonin Scalia Law School, George Mason University
Professor Miller holds an Allison and Dorothy Rouse Chair in Law at the Antonin Scalia Law School. An elected member of the American Law Institute and a research member of the European Corporate Governance Institute, Professor Miller is also a Fellow and the Co-Director of the Program on Organizations, Business and Markets at the Classical Liberal Institute at the New York University Law School, an Adjunct Fellow at the Manhattan Institute, and an Affiliated Scholar at the James Wilson Institute on Natural Rights and the American Founding. Prior to joining George Mason University in 2025, Professor Miller was the F. Arnold Daum Chair in Corporate Finance and Law and a Professor of Law at the University of Iowa College of Law, where he had also served as the Associate Dean for Faculty Development.
Professor Miller’s research concerns corporate and securities law, the economic analysis of law, and the philosophy of law. He is particularly interested in applying economic concepts and methods to understand provisions in contracts between sophisticated commercial parties. He has written on material adverse effect clauses under Delaware law, the fiduciary duties of corporate directors, director oversight liability, the history and development of Delaware corporate law, and much more. His articles and working papers are available on his SSRN page.
Professor Miller has been cited by federal and state courts in the United States, including the Delaware Supreme Court and the Delaware Court of Chancery, as well as by the Commercial Court of the United Kingdom and the Ontario Superior Court of Justice (Commercial List) in Canada. Additionally, he is a member of the Committee on Mergers, Acquisitions & Corporate Control Contests and a former chair of the Corporation Law Committee of the New York City Bar Association.
Earlier in his career, Professor Miller was a Professor of Law at the Villanova University School of Law and the Associate Director of the Matthew J. Ryan Center for the Study of Free Institutions and the Public Good at Villanova University. He has been a Visiting Professor of Law at the University of Pennsylvania Law School, a Visiting Assistant Professor of Law at the Cardozo Law School, and an Olin Fellow in Law and Economics at the Columbia Law School.
Before entering academia, Professor Miller was an associate with Wachtell, Lipton, Rosen & Katz. He earned his J.D. from the Yale Law School where he was a Senior Editor of the Yale Law Journal and an Olin Fellow in Law, Economics and Public Policy. He earned his M.A. and M.Phil. degrees in philosophy from Columbia University, where he held a Mellon Fellowship in the Humanities from the Woodrow Wilson National Fellowship Foundation and a Western Civilization Fellowship from the Intercollegiate Studies Institute. He earned his B.A. in philosophy and mathematics from Columbia College.
Peter P. Weidenbruch, Jr. Professor of Business Law, Georgetown University Law Center
Professor Thompson teaches courses in the corporate and securities area, including mergers and limited liability. He joined the Georgetown faculty in 2010 after visiting in 2009-10. Previous positions include service as the New York Alumni Chancellor’s Professor of Law and Professor of Management at Vanderbilt University and the George Alexander Madill Professor of Law at Washington University. He has visited at New York University and Northwestern University and has taught intensive courses at the University of Sydney. He has authored or co-authored casebooks on corporations and on mergers, treatises on Close Corporations and Oppression of Minority Shareholders and LLC Members, and more than 50 articles. Professor Thompson has testified before committees of Congress, a state legislature, and the New York Stock Exchange. He has served since 1991 as editor of the Corporate Practice Commentator, served as an adviser for the American Law Institute's Restatement (Third) of Agency and chaired two sections of the Association of American Law Schools.
Former Managing Director, BlackRock Inc.
Joanne Medero was until July 2020 a Managing Director at BlackRock where she was member of their Global Public Policy Group and a Senior Advisor to the Vice Chairman on the intersection of public policy and corporate governance. In June 2021, Ms. Medero was appointed a director/trustee of the Nuveen Funds.
Ms. Medero's service with BlackRock dates back to 1996, including her years with Barclays Global Investors (BGI), which merged with BlackRock in 2009. She joined BGI as its Global General Counsel in 1996 and after more than ten years in that role, became the global head of Government Relations and Public Policy for Barclays’ investment banking and investment management businesses. Prior to joining BGI, Ms. Medero was a partner with Orrick, Herrington and Sutcliffe specializing in derivatives and market regulation issues. Ms. Medero also served as general counsel of the Commodity Futures Trading Commission (1989-1993) and as an associate director for legal and financial affairs at the Office of Presidential Personnel, The White House (1986-1989).
Ms. Medero is a graduate of St. Lawrence University and received her JD from George Washington University.
Former Managing Director, BlackRock Inc.
Joanne Medero was until July 2020 a Managing Director at BlackRock where she was member of their Global Public Policy Group and a Senior Advisor to the Vice Chairman on the intersection of public policy and corporate governance. In June 2021, Ms. Medero was appointed a director/trustee of the Nuveen Funds.
Ms. Medero's service with BlackRock dates back to 1996, including her years with Barclays Global Investors (BGI), which merged with BlackRock in 2009. She joined BGI as its Global General Counsel in 1996 and after more than ten years in that role, became the global head of Government Relations and Public Policy for Barclays’ investment banking and investment management businesses. Prior to joining BGI, Ms. Medero was a partner with Orrick, Herrington and Sutcliffe specializing in derivatives and market regulation issues. Ms. Medero also served as general counsel of the Commodity Futures Trading Commission (1989-1993) and as an associate director for legal and financial affairs at the Office of Presidential Personnel, The White House (1986-1989).
Ms. Medero is a graduate of St. Lawrence University and received her JD from George Washington University.
Corporations: Deregulating the Markets: The JOBS Act
Frank H. Easterbrook, Daniel M. Gallagher, Joseph H. Kaufman, Joanne Medero, Robert T. Miller, Robert B. Thompson
2012 National Lawyers Convention
The Corporations, Secruities & Antitrust Practice Group hosted this panel on "Deregulating the Markets: The...
Corporations: Deregulating the Markets: The JOBS Act
Frank H. Easterbrook, Daniel M. Gallagher, Joseph H. Kaufman, Joanne Medero, Robert T. Miller, Robert B. Thompson
2012 National Lawyers Convention
The Corporations, Secruities & Antitrust Practice Group hosted this panel on "Deregulating the Markets: The...
Judicial Review of Mutual Fund Advisory Fees: Reliance on Markets or Statutory Language?
Joanne Medero
Do you own mutual fund shares either directly or through your 401(k) plan? If so,...
SEC Proposes Prohibitions on "Pay to Play" for Investment Advisors
Joanne Medero
Corporations, Securities & Antitrust Practice Group Newsletter - Volume 3, Issue 2, Summer 1999
In August the Securities and Exchange Commission proposed a new Rule under the Investment Advisors...