Speaker Biographies

Donna Anderson

Donna Anderson
Vice President and Head of Global Corporate Governance
T. Rowe Price Associates

Donna Anderson is a vice president of T. Rowe Price Associates, Inc., and a global corporate governance analyst in the U.S. Equity Division of T. Rowe Price. In her current role, Donna leads the policy-formation process for proxy voting, shepherds the firm’s engagement efforts with portfolio companies, and is co-chair of the Proxy Committee. She joined the firm in 2007 and has 12 years of investment experience. Prior to joining the firm, Donna was director of equity research services for AIM Investments and was employed by Dyer, Robertson & Lamme Inc. as an equities analyst. She earned a B.A. in Spanish, French, and German from Trinity University, San Antonio, Texas, and an M.B.A. from the University of Texas at Austin. Donna also has earned the Chartered Financial Analyst designation.

Ning Chiu Ning Chiu
Counsel
Davis Polk & Wardwell

Ning Chiu is counsel in the Capital Markets Group, with an emphasis on corporate governance and SEC regulations for public companies. She regularly advises major companies on board-related issues, including director independence, securities law compliance, proxy disclosure, shareholder proposals, and the impact of proxy advisory services. Her practice also focuses on new developments and changing best practices in governance matters. She has represented both issuers and underwriters on a number of significant securities transactions, including one of the largest IPOs in U.S. history and advising newly public companies. Her clients have included Aetna, CVS Caremark, General Electric Company, Marsh & McLennan and Morgan Stanley.

Meredith Cross Meredith Cross
Partner
WilmerHale

Meredith Cross is a partner in the Transactional and Securities Departments and a member of the Corporate Practice of WilmerHale LLP. Ms. Cross rejoined the firm in 2013, after having served as Director of the Division of Corporation Finance of the US Securities and Exchange Commission since 2009. Representing clients in corporate and securities matters, she has experience with the full range of issues faced by public and private companies in capital raising and public reporting. Ms. Cross's practice is primarily focused on advising public companies and underwriters on corporate finance securities law matters, including disclosure and other requirements under the Securities Act of 1933 and the Securities Exchange Act of 1934, as well as the requirements under the Sarbanes-Oxley Act and the Dodd-Frank Wall Street Reform and Consumer Protection Act. She serves as issuer's counsel and underwriters' counsel in public and private offerings of debt and equity securities.

While serving as the Director of the Division of Corporation Finance of the SEC, Ms. Cross led the Division's efforts to implement both the Dodd-Frank Act and the Jumpstart Our Business Startups (JOBS) Act. Under her leadership, the Division recommended close to 60 rulemaking releases to the Commission, including those relating to say-on-pay, conflict minerals, proxy access, compensation committees and compensation advisers, asset-backed securities, and the new regulatory regime for derivatives. Ms. Cross also guided the Division's pragmatic response to numerous issues relating to the IPO "on-ramp" provisions of the JOBS Act. During her tenure, Ms. Cross testified before Congress numerous times on a broad range of issues including corporate governance, capital formation, risk retention in asset-backed securities offerings, executive compensation oversight, and agency management and budget.

Before first joining WilmerHale in 1998, Ms. Cross served as Deputy Director of the SEC's Division of Corporation Finance. During her prior SEC tenure, she was involved with a number of corporate finance rulemakings, including changes to shelf registration, electronic delivery of prospectuses and other information to investors, the plain English initiatives, limited partnership roll-up rules, and small issue exemptions from registration and reporting. Before becoming Deputy Director, Ms. Cross served as Associate Director of the Division's sections on International Corporate Finance and Small Business. In the international area, she played a key role in the ongoing development of international disclosure and accounting standards for use in cross-border offerings. Ms. Cross also previously served as the Division's Chief Counsel. As Chief Counsel, she was responsible for no-action letters and legal interpretations in the Division on a wide range of matters, including Rule 144, Section 16, registration of employee benefit plans and exemptions from registration and reporting.

Ginny Fogg Ginny Fogg
General Counsel
Norfolk Southern

Virginia Fogg is General Counsel of Norfolk Southern Corporation, where she has served in various legal positions for 26 years. She concentrates primarily in corporate and securities work. She serves on the Society of Corporate Secretaries and Governance Professionals’ Board of Directors and chairs its Policy Advisory Committee, is a member of the Society’s Securities Law and Corporate Practices Committees, and formerly served as President of the Mid-Atlantic Chapter. She received her B.S. degree from Georgetown University and her J.D. and M.B.A. degrees from William and Mary.

Peggy Foran
Chief Governance Officer, Vice President and Corporate Secretary
Prudential Financial

In addition to her role as Chief Governance Officer, Vice President and Corporate Secretary of Prudential Financial, Peggy Foran has additional oversight responsibility for Shareholder Services, as well as Law Department Divisions covering Mergers & Acquisitions, Disclosures, Capital Markets, and Derivatives.

With over twenty years of professional experience and increasingly higher degrees of responsibility, she most recently served as Executive Vice President, General Counsel and Corporate Secretary of Sara Lee Corporation from July 2008 to June 2009 and from July 1997 to July 2008 she was Senior Vice President-Corporate Governance, Associate General Counsel and Corporate Secretary of Pfizer Inc.

Her proactive shareholder outreach and thought leadership on key governance issues has earned her global recognition as a leader in corporate governance. She has been recognized as one of the Most Influential People in Corporate Governance every year since the inception of the award by Directorship Magazine in 2007. A former member of the Board of Governors of the International Corporate Governance Network (ICGN), she received ICGN's distinguished award for Excellence in Corporate Governance in 2010 for improving board and shareholder engagement and paving the way for majority voting in the U.S. Most recently, she was identified by Treasury and Risk Magazine as one of the Most Influential People in Finance.

A Director of Occidental Petroleum since December 2010, Ms. Foran also served on the Board of Directors of The MONY Group Inc. and MONY Life Insurance Company.

She is a former Co-Chair of the Council of Institutional Investors, and a former Director of the Association of Corporate Counsel (ACC), where she served as Chair of the ACC's Corporate and Securities Law Committee. She is a former member of the Standing Advisory Group of the Public Company Accounting Oversight Board (PCAOB). She currently serves as a member of the Advisory Board of Catalyst and New York Advisory Board of Disability Rights Advocates.

Her many contributions to the Society of Corporate Secretaries and Governance Professionals is evidenced by her leadership roles as former Chairman, former director, former Chair of the Securities Law Committee, and former Treasurer. She is the former Chair of the Business Roundtable's Corporate Governance Task Force, leading the Coordinating Committee and the SEC Issues Committee.

Ms. Foran received both a BA (magna cum laude) and JD degrees from the University of Notre Dame. She is admitted to practice in the New York, Pennsylvania, Illinois and New Jersey (in house) Bars. A frequent invited speaker and guest panelist for various professional associations, she has written and spoken on corporate governance and securities law issues and has served on several SEC and NYSE task forces.

Kathy Gibson Kathy Gibson
Vice President and Corporate Secretary
Campbell Soup

Kathleen M. Gibson joined Campbell Soup Company in 2009 and currently serves as Vice President and Corporate Secretary. In her role, Kathy advises the Board on legal, regulatory and policy issues relating to corporate governance; prepares required Securities and Exchange Commission filings; manages the agendas for the meetings of Campbell's Board of Directors and Board Committees; oversees the preparation of Board materials and presentations; coordinates arrangements for the Annual Meeting of Shareowners; and handles communications with certain major shareowners.

Ms. Gibson has worked in the areas of corporate governance and securities law for over 25 years. Prior to joining Campbell, she served as Vice President, Secretary and Corporate Governance Officer for Prudential Financial, Inc. from 2002 to 2009. Prior to that time, she served as Vice President and Corporate Secretary of Honeywell International, Associate General Counsel and Assistant Corporate Secretary at Becton Dickinson and Securities Counsel and Assistant Secretary at Bell Atlantic (now Verizon). She began her career at the law firm of Ballard, Spahr, Andrews and Ingersoll in Philadelphia.

During the course of her career, Kathy served in leadership roles in a number of professional organizations focused on corporate governance and securities law, including having served as Chairman of the Society of Corporate Secretaries and Governance Professionals, President of the Stockholder Relations Society of New York and as a member of the New York Stock Exchange's Blue Ribbon Commission on Audit Committees.

Kathy earned her B.A. degree in political science, summa cum laude, from Temple University and her J.D, cum laude, from Harvard University Law School.

Gina Merritt-Epps Gina Merritt-Epps
General Counsel and Corporate Secretary
South Jersey Industries

As General Counsel and Corporate Secretary for South Jersey Industries, Gina Merritt-Epps provides general legal counsel to SJI and its subsidiaries and is responsible for corporate governance and the overall corporate secretary function.

Gina first joined SJI in 2006 as Director of Legal Affairs. Through her hard work and commitment to success, she progressed quickly and, in 2009 was appointed Corporate Counsel and Secretary. She was elected to her current positions in 2012. Prior to working at SJI, Gina was employed as Assistant County Counsel for the Atlantic County Department of Law.

An alumna of Pennsylvania State University, Gina earned her undergraduate degree in political science and also holds a Juris Doctor from Howard University School of Law. She is admitted to practice before the United States Supreme Court, the United States District Court for the District of New Jersey, the Supreme Court of New Jersey, and the Supreme Court of Pennsylvania. Gina is member of the Society of Corporate Secretaries and Governance Professionals, the National Association of Corporate Directors, the Energy Bar Association, and the American Association of Blacks in Energy. She also serves on the American Gas Association's Legal Committee. She formerly served on the District I Ethics Committee for the Supreme Court of New Jersey, the Board of Directors for the Delaware Valley Chapter of the Association of Corporate Counsel, the New Jersey Judicial and Prosecutorial Appointment Committee for Atlantic County, and the Atlantic County Bar Association. Her passion for giving back to the community is reflected in Gina's service to a number of civic and community organizations. She currently serves on the Board of Directors for United Way of Atlantic County and is a charter member of its Women's Leadership Initiative, is a board member of the Lloyd D. Levenson Institute of Gaming, Hospitality and Tourism, is a board member of the Forum of Executive Women, is a member of Corporate Counsel Women of Color, and is the New Jersey State Director of Zeta Phi Beta Sorority, Inc. Gina recently served on the Board of Trustees for AtlantiCare Foundation and chaired the Foundation's Subcommittee on Diabetes.

Elisse Walter Elisse Walter
Former SEC Chair

Elisse B. Walter was appointed Commissioner by President George W. Bush and was sworn in on July 9, 2008. She was later designated the 30th Chairman of the SEC by President Barack Obama, and she served as the agency's leader from December 2012 to April 2013. She served as Acting Chairman in January 2009.

Prior to her appointment as an SEC Commissioner, Ms. Walter served as Senior Executive Vice President, Regulatory Policy & Programs, for FINRA. She held the same position at NASD before its 2007 consolidation with NYSE Member Regulation.

Ms. Walter coordinated policy issues across FINRA and oversaw a number of departments including Investment Company Regulation, Member Education and Training, Investor Education and Emerging Regulatory Issues. She also served on the Board of Directors of the FINRA Investor Education Foundation.

Prior to joining NASD, Ms. Walter served as the General Counsel of the Commodity Futures Trading Commission. Before joining the CFTC in 1994, Ms. Walter was the Deputy Director of the Division of Corporation Finance of the Securities and Exchange Commission. She served on the SEC's staff beginning in 1977, both in that Division and in the Office of the General Counsel. Before joining the SEC, Ms. Walter was an attorney with a private law firm.

Ms. Walter is a member of the Academy of Women Achievers of the YWCA of the City of New York and the inaugural class of the ABA's DirectWomen Institute. She also has received, among other honors, the Presidential Rank Award (Distinguished), the ASECA William O. Dougalas Award, the SEC Chairman's Award for Excellence, the SEC's Distinguished Service Award, and the Federal Bar Association's Philip Loomis and Manuel F. Cohen Younger Lawyer Awards.

She graduated from Yale University with a B.A., cum laude, in mathematics and received her J.D. degree, cum laude, from Harvard Law School. Ms. Walter is married to Ronald Alan Stern, and they have two sons and a daughter-in-law, Jonathan, Evan, and Grace So.

Susan Wolf Susan Wolf
Founder and CEO
Global Governance Consulting

Susan Ellen Wolf is the founder and CEO of Global Governance Consulting LLC. She also serves as a board member at the Temple University School of Medicine.

Through Global Governance Consulting, Ms. Wolf provides independent advice concerning corporate governance and disclosure matters to corporate boards and management teams. Recent projects include:

  • facilitating the annual board/committee performance self-assessment processes
  • enhancing board processes for succession planning
  • assisting with board turnover and recruitment
  • working with audit committees to enhance processes for risk oversight
  • editing disclosure documents to clarify information that is important to key investors and advisory firms
  • determining the reasons for particular shareholder votes and designing shareholder engagement processes
  • advising management and the board of Genzyme in a proxy contest with Carl Icahn

Over a 25+ year career as an in-house lawyer (with extensive experience in securities law, M&A and governance), Ms. Wolf's positions included Corporate Secretary, Chief Governance Officer and Associate General Counsel of Schering-Plough Corporation (now Merck), as well as securities law and governance positions with The Coca-Cola Company, Delta Air Lines, Baltimore Gas and Electric Company (now Exelon) and ConTel (now Verizon).

Ms. Wolf's governance activities have included:

  • Chairman of the Society of Corporate Secretaries & Governance Professionals and Chairman of the Society's Securities Law Committee
  • Board of Directors (corporate member) of the Council of Institutional Investors
  • Co-Chair of the Securities, Commodities & Exchanges Subcommittee of the American Bar Association
  • International Corporate Governance Network
  • National Association of Corporate Directors

Ms. Wolf earned a JD from the George Washington University School of Law in Washington, DC and a BA with honors in sociology from Emory University in Atlanta, Georgia.