TOM KIM focuses his practice on advising companies, underwriters and boards of directors on registered and exempt capital markets transactions, SEC regulatory and reporting issues, and corporate governance, as well as on general corporate and securities matters.
Prior to joining Sidley in 2013, Tom served for six years as the Chief Counsel and Associate Director of the Division of Corporation Finance at the SEC. As Chief Counsel, Tom was responsible for the no-action, interpretive and exemptive positions taken by the Division on a wide range of matters, including Securities Act exemptions, the registration process, Rule 144, and a broad range of Exchange Act issues, including deregistration, succession, Section 16, proxy solicitation and shareholder proposal rules, and executive compensation disclosure, among others. Under his leadership, the Chief Counsel’s Office revised and updated the Division’s telephone interpretations as Compliance and Disclosure Interpretations and issued several significant Staff Legal Bulletins. Tom also led a number of notable SEC rulemakings and policy initiatives, including:
- The July 2013 rulemaking under the JOBS Act eliminating the prohibition against general solicitation in Securities Act Rules 506 and 144A offerings;
- The revisions to the securities exchange listing standards for compensation committees and compensation advisers;
- The concept release on the U.S. proxy system; and
- The interpretive release on the use of company websites.
Tom also oversaw the Division’s Office of Enforcement Liaison, which refers matters to the Division of Enforcement and advises on offering and disclosure-related issues in enforcement cases.
Prior to joining the SEC in 2006, Tom served as Corporate and Securities Counsel for the General Electric Company in Fairfield, CT.
As a member of the ABA’s Committee on Corporate Laws, Tom edited several editions of the ABA’s Corporate Director’s Guidebook. He is a frequent speaker at securities law conferences, including the Northwestern Law School Annual Securities Law Institute and programs sponsored by the Practicing Law Institute, the American Bar Association, the Society of Corporate Secretaries and Governance Professionals, and the National Association of Corporate Directors.
Tom graduated summa cum laude from Yale College and magna cum laude from Harvard Law School, where he was an editor of the Harvard Law Review. He clerked for Judge Louis F. Oberdorfer of the U.S. District Court of the District of Columbia.