Keir Gumbs Esq.

Covington & Burling LLP
Gumbs, Keir D.

Keir D. Gumbs is a partner in the Washington, D.C. office of where he advises public and private companies, non-profit organizations, institutional investors and other clients in corporate, corporate governance, securities regulation, and transactional matters. Mr. Gumbs' clients include small, medium and large cap companies, non-profit organizations, public pension funds, and other institutional investors. He is widely recognized as a “go-to” expert for a variety of securities law matters, including with respect to the JOBS Act, the Dodd-Frank Act and related rulemakings.

Mr. Gumbs' career includes six years of service with the Securities and Exchange Commission (SEC), where, immediately prior to joining Covington in 2005, he served as Counsel to a SEC Commissioner. In that position, he advised the Commissioner on a variety of matters arising under federal securities law with an emphasis on corporate finance issues under the Securities Act of 1933, issuer reporting obligations under the Securities Exchange Act of 1934, corporate governance developments and SEC enforcement actions. Prior to serving as Counsel to a Commissioner, Mr. Gumbs spent five years in the SEC’s Division of Corporation Finance, spending over two years as a staff attorney reviewing filings in the Utilities, Chemicals Consumer Products and Computers and Online Resources industry groups, and spending over two years as a Special Counsel in the Division’s Office of Chief Counsel.

He received his B.A. from Ohio State University and his J.D. from the University of Pennsylvania Law School.

Mr. Gumbs is a co-author of think and code Corporate Practice Portfolio Series No. 83-3rd, Shareholder Proposals.  This portfolio volume examines the mechanics of Securities Exchange Act Rule 14a-8, the rule that is triggered when a shareholder submits a proposal to a corporation seeking to have it included in the corporation's proxy materials and voted on at the annual meeting of shareholders.  It discusses who is eligible to submit a shareholder proposal and what the procedures are for doing so. It also then discusses the process whereby the corporation can request a no-action letter and the procedural and substantive grounds corporations may rely on when seeking to exclude a proposal from its proxy materials.

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