Planning Considerations March 3,

Issues Facing Companies Today Reliance on Third Party Providers & Captive Gift Cards –Impact of digital offerings(impact of web based applications Corporate Business Models Formalizing Policies & Procedures (record retention) Foreign Property reporting Whether or not to enter into VDA’s Next wave of special property audits With few exceptions, there is generally no statute of limtiations (very extensive reach back periods) It is rooted in the concept of Derivative Rights No traditional administrative remedies (most states) 2March 3, 2016

Questions/Comments? March 3,

Bob Peters Managing Director – Tax Services (312) m Kendall Houghton Partner (202) March 3, Sonia Walwyn Director – Tax Services (312) m

Kendall L. Houghton Ms. Houghton is a nationally recognized expert whose practice focuses on state and local tax planning, tax controversies and unclaimed property/escheat matters. She leads the Alston & Bird State Tax and Unclaimed Property practice. She previously served as general counsel to the Council On State Taxation (COST), where she filed U.S. Supreme Court briefs in cases impacting state taxation of multistate commerce and led a tax policy initiative addressing taxation of Internet transactions. Ms. Houghton advises clients with respect to unclaimed property/escheat compliance, voluntary disclosure initiatives, planning opportunities, single- and multi-state audit defense, and litigation of state unclaimed property assessments. Ms. Houghton also represents clients on a multi-jurisdictional basis with respect to significant tax disputes; negotiated favorable settlements with state and local jurisdictions; developed and advocated state tax policy and legislative positions that benefited client interests; and collaborated with clients to design transactional and organizational structures that have optimized direct and indirect tax burdens. Ms. Houghton is co-author of Bloomberg BNA’s Multistate Tax Management portfolio entitled “Unclaimed Property.” She lectures on unclaimed property and state tax issues at professor at Georgetown University School of Law and is a featured speaker at national state tax conferences and schools hosted by COST, TEI, IPT, and the Unclaimed Property Professionals Organization, Georgetown University School of Law and the New York University School of Law. Alston & Bird LLP Partner Washington, DC March 3, 2016

Robert Peters Robert Peters is a managing director in the Chicago office and part of the State and Local Tax Services service line. He has 30 years of experience providing state, local and federal tax services to corporate clients. Throughout his career, he has served clients ranging from Fortune 50 to emerging small and mid cap companies, providing federal and state tax services. His specialization includes leading national unclaimed property, sales tax advisory and compliance service areas. Robert assists companies in audit representation, voluntary disclosures, implementation of best practices and co/outsourcing of unclaimed property and sales tax compliance. He has been on the forefront of helping companies to effectively plan in the growing area of issuing stored value, gift card and consumer rebate programs, including working with states and industry leaders in addressing the unclaimed property and sales tax issues resulting from such programs. Robert serves the consumer markets, retailers, manufacturing, public utilities, transportation, telecommunications, health care, media and financial services industries. He is also a frequent speaker on unclaimed property and multi- state tax topics for many organizations, including Tax Executives Institute, Treasury Management Association, Financial Executives Institute, National Professional Unclaimed Property Organization, Chicago Tax Club and National Association of Credit Managers. Additionally, he has been quoted in the Wall Street Journal, Washington Post and authored a series of articles on unclaimed property and state tax topics appearing in Forbes,State Tax Notes, Multi- State Taxation and Incentives, Financial Executives Magazine, BNA State Tax Report and Valuation Insights. Bob’s previous experience includes 29 years with KPMG, LLP as national partner in charge of state and local taxes, Midwest area tax risk advisory partner, unclaimed property leader and tax partner in charge of the Stamford office Robert received his M.B.A. in finance from New York University, his Executive M.B.A from Stanford University and his B.S. in accounting, cum laude, from the University of Denver. He is also a certified public accountant in Illinois and New York. Robert is a prior chairman of the Ct. State Tax Committee, a committee member of the Illinois Tax Federation and he is on the Manufacturing Committee of the Unclaimed Property Professional Organization. Bob serves as member of the Board of Directors for the Chicago Public Schools Career Academy and mentors high school students in the Chicago area. He also is an adjunct professor at DePaul University Graduate Business School. Duff & Phelps6 Duff & Phelps, LLC Managing Director, Tax Services Chicago

Geoffrey A. Sawyer, III In addition to his transactional and corporate litigation work, which includes experience representing energy and utility clients before regulatory authorities, Geoff focuses his practice on escheat/unclaimed property administration, including representing clients in connection with multi-state unclaimed property audits. Currently, Geoff is leading the Drinker Biddle team that is administering the State of Delaware’s Voluntary Disclosure Agreement (“VDA”) program for unclaimed property compliance, which currently has over 700 enrolled companies. From Geoff served as Delaware Governor Jack Markell’s Deputy Chief of Staff, and directed the Governor’s economic development efforts, as well as oversaw the state’s collective bargaining. Prior to joining the Governor’s Office, Geoff worked for a highly regarded Wilmington based law firm representing Fortune 500 companies in defense of multi-state unclaimed property/escheat audits as well as voluntary compliance with the unclaimed property laws of Delaware and other jurisdictions. In addition, Geoff represented corporate clients before regulatory authorities, including the Delaware Public Service Commission, state, county and local governments, and before the Delaware Superior Court and Court of Chancery. Geoff earned a J.D. in 2004 from The Dickinson School of Law, Penn State and earned a B.A. in 1997 from Hamilton College. Geoff is a member of the Delaware and Pennsylvania bars. Drinker Biddle & Reath LLP Partner Wilmington March 3, 2016

Sonia Walwyn Director, Tax Services Duff & Phelps, LLC Chicago +1 (0) Sonia Walwyn is a Director in the Chicago office and part of the tax services group with specific oversight and responsibility in the area of abandoned and unclaimed property (unclaimed property). Sonia has almost 25 years of experience assisting clients, across all industry sectors, gain effective compliance in the area of unclaimed property while maximizing overall savings and efficiencies for her clients. Throughout her career, Sonia has utilized her extensive unclaimed property knowledge and experience to assist clients in all areas of unclaimed property services. Specifically, Sonia provides audit support services by successfully assisting clients manage and defend against state-initiated audits; implement planning strategies including captive gift card companies, negotiating favorable settlements for clients not contacted for audit through proactive reviews and quantification of liability. Sonia also assists companies develop and implement essential written policies and procedures to ensure not just timely but accurate compliance and works with clients to implement effective planning strategies to legitimately minimize unclaimed property liability prospectively. Sonia is a frequent speaker on abandoned and unclaimed property topics for different industry groups and educational summits sponsored by various certified public accountant chapters including the Pennsylvania Institute of Certified Public Accountants, Tax Executive Institute and the Unclaimed Property Professional Organization (UPPO), where she currently serves as chair person of the bylaws committee. Sonia has authored articles on unclaimed property for publication in industry journals such as the Journal of Accountancy and has conducted in-house and external audit training in the area of unclaimed property. Sonia has also qualified as an expert in abandoned and unclaimed property litigation. Sonia served as sworn Deputy Treasurer/Deputy General Counsel to the Pennsylvania State Treasurer with responsible for, among other things, audit and legal enforcement of Pennsylvania’s unclaimed property law and successfully defended Pennsylvania's unclaimed property statute before the Pennsylvania Supreme Court. Sonia has also worked for two Big 4 accounting firms serving as National Director and regional practice leader respectively as well as for a regional firm providing consulting and advisory services in the area of unclaimed property. Sonia earned an LLM in taxation from Villanova School of Law in 2000, a J.D. from Dickinson School of Law in 1988 and holds a B.S. in accounting from Elizabethtown College in Pennsylvania. Sonia is a member in good standing of the Pennsylvania Bar and is a licensed CPA in Pennsylvania and Illinois. Duff & Phelps 7-Jun-15 1