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Cathy Chessin served for five years as the Manager of the Corporate Law Department and Corporate Secretary of Hibernia Corporation, a New York Stock Exchange listed public company, and its wholly-owned subsidiary, Hibernia National Bank (now, Capital One, N.A.). In that capacity, she was responsible for preparing and filing certain of the corporation’s SEC filings (including its proxy statements, periodic reports and registration statements), as well as the reports of beneficial ownership required to be filed by certain officers and directors. She assisted in establishing the agendas for the Board and Board Committees and kept the minutes for each. While at Hibernia, she was involved in both the largest bank acquisition made by Hibernia in its history and the acquisition of Hibernia by Capital One Financial Corporation. Among other matters, she participated in the drafting of new change of control agreements and the exchange of the then existing agreements for the new agreements, the amendment of various executive compensation arrangements to comply with new Internal Revenue Code section 409A and the implementation of new processes to comply with the Sarbanes-Oxley Act of 2002 and new corporate governance and disclosure rules. She handled a number of severance arrangements and employment agreements and participated in the purchase and sale of several businesses and interests in businesses. Prior to joining Hibernia, Cathy was a partner with Gordon Arata with a practice focusing primarily in the areas of corporate, transactional and bank regulatory work. She has handled a number of bank holding company reorganizations and acquisitions involving banks, oil and gas companies and businesses in other industries, advised officers and directors on corporate governance matters and drafted contracts of various types. She has prepared private offering memoranda for stock issuances by many different kinds of companies. She has represented start up and more mature companies and advised a range of companies on matters involving structure and reorganization. She has provided third-party legal opinions in a wide variety of transactions.Cathy graduated from Tulane Law School in 1980, receiving the Faculty Medal and Dean’s Medal for graduating first in her class and with the highest grade point average. She also graduated Order of the Coif. During law school she was a member of the Tulane Law Review and Managing Editor. After graduation, Cathy clerked for the Honorable Sam D. Johnson, United States Court of Appeals for the Fifth Circuit. Cathy rejoined Gordon Arata in its Houston office in 2006. Her practice will focus on corporate and securities transactions. Cathy is admitted to practice in Louisiana and Texas. | 