Session 1
The Tone at the Top: When Governance Structures Fail — Compliance Breakdowns, Liability and Corporate Crime
DATE & TIME
LOCATION
🗓️ Tuesday, August 25 🕐 10:30-11:45
📍 Grand Park Hall 1–3
Organised By
Organised by the Corporate and M&A and Business Crime and Civil Fraud Commissions, and the Sustainability Board
Description
What to do in a situation of crisis? This interactive session combines a keynote on leadership dynamics and ‘shadow hierarchies’ with a live boardroom simulation placing participants inside a corporate crisis. The scenario: a listed company under market and transaction pressure faces aggressive revenue practices, ESG reporting concerns and a whistleblower allegation, forcing the board to act amid legal, investor and reputational risk. Guided by cross-border expert practitioners, participants will advise the directors and management in real time on disclosure duties, investigations, transaction decisions and liability exposure, exploring how governance design and incentive systems can either prevent misconduct — or trigger it.
SPEAKERS
Ricardo A. Moreno
Alfaro Ferrer & Ramirez Panama, Panama
Bio
Ricardo is a partner in the Corporate and Mergers and Acquisitions Department of the firm and co-leads the Tax Department. Ricardo represents and advises both local and international clients on a wide range of matters, which include merger and acquisition transactions, corporate and commercial law, as well as antitrust and consumer protection matters. While working as a full-time legal assistant at Alfaro Ferrer & Ramirez, Ricardo attended Santa María la Antigua University, where he graduated with honors (cum laude) in 2007. Subsequently, he pursued further studies at the Georgetown University Law Center in Washington, D.C., where he obtained a Master of Laws (LL.M.) with a concentration in Securities and Financial Regulation in 2008. After completing his LL.M., Ricardo worked at Fox Horan & Camerini in New York. There, he handled corporate and commercial transactions, supporting clients interested in Latin American business ventures. In 2009, he joined Alfaro Ferrer & Ramirez as an associate attorney and was promoted to partner in 2018.
Krishna Venkat
Anoma Lega Mumbai, India
Bio
Krishna Venkat is a co-founder and Partner at Anoma Legal in Mumbai, with two decades of experience in advising Indian and multinational corporations on M&A transactions, regulatory matters and Board-level advisory work. His transactional experience carries a special focus on the pharmaceutical and healthcare, FMCG, consumer, payment systems and industrial sectors. Alongside his transactional practice, Krishna is regularly engaged by boards, audit committees and senior management of listed and unlisted companies on legally and commercially sensitive issues, including disclosure obligations and market communications, takeover compliances, regulatory engagement, governance and committee processes, internal investigations, and the management of stakeholder, investor and reputational risk. Krishna’s practice has a strong cross-border dimension, with mandates spanning India, Europe, North America, the Middle East, South-East Asia and Africa.
Gabriel Ebner
Schoenherr Vienna, Austria
Bio
Gabriel focuses on corporate law and governance, including board and supervisory board matters, directors’ duties and liability, as well as corporate disputes and M&A transactions. Given the session’s strong emphasis on governance design, leadership dynamics and liability exposure in crisis situations, his practical experience advising on exactly these issues, combined with his academic background and regular publications in corporate and business law, make him a very strong match. He is also a frequent speaker at conferences and trainings on directors’ liability and governance topics.
Rhea Yu (Yang Yu)
Thornhill Legal Ltd London, England
Bio
Rhea is a London-based corporate lawyer specialising in high-value cross-border M&A and complex corporate structuring. At Thornhill Legal, she works multidisciplinary teams in navigating the legal and regulatory intricacies of the EMEA and APAC markets. With extensive experience in managing the lifecycle of international investments—from initial market entry and governance design to restructuring and exit strategies—she brings a unique perspective to corporate governance crises. Her expertise in highly regulated sectors, including renewable energy, Fintech, and emerging technologies, allows her to advise boards on balancing transaction pressure with rigorous compliance mandates. Having acted as principal counsel in numerous multi-jurisdictional deals, she is uniquely positioned to address the liability exposures and disclosure duties that arise when governance structures face extreme stress.
SESSION COORDINATOR AND MODERATOR
Andreas Pfister
Wessing & Partner Düsseldorf, Germany
Bio
Andreas is Partner at Wessing & Partner in Germany, where he advises companies and individuals in all areas of commercial and tax criminal law with a special focus on cross border proceedings, in particular with the European Public Prosecutor’s Office and Interpol. He regularly accompanies civil proceedings from a criminal law perspective and coordinates complex investigations for companies. This also includes the area of criminal labor law and asset recovery.
Rachel Vella Baldacchino
WH Partners La Valletta, Malta
Bio
Rachel is a Managing Associate in the Corporate/Commercial team at WH Partners, where she advises on complex cross-border corporate transactions, including public and private M&A, venture capital investments, debt capital markets issuances and syndicated financing arrangements. Her practice regularly involves advising boards, investors and management teams on governance-sensitive transactions, regulatory risk, disclosure obligations and liability exposure in high-pressure commercial environments. In addition to transactional work, Rachel advises on competition law, merger control and foreign direct investment matters. Her experience spans listed and private companies across regulated sectors, giving her particular insight into the intersection between corporate governance, compliance frameworks, stakeholder pressures and crisis management. Rachel is dual qualified as a Maltese advocate and English solicitor and is Deputy Chair of the Germany-Malta Business Council. She holds a Master of Corporate Law (First Class Honours) from University of Cambridge and degrees in law from University of Malta.