BRIDGET M. GAUGHAN Phoenix, Arizona 85044 (602) 769-5507 bridget.gaughan@yahoo.

com

GENERAL COUNSEL CHIEF RISK OFFICER CHIEF LEGAL & REGULATORY OFFICER DIRECTOR OF COMPLIANCE
Highly skilled and impactful senior level executive who actively supports business growth while incorporating enterprise risk management. Intuitive and creative thinker, who excels at identifying business opportunities and risks of the firm, then takes it to the next level to ensure execution. Adept at strategic planning with a keen ability to develop and implement business plans. A persuasive and assertive negotiator who successfully resolves major regulatory matters while developing and maintaining professional working relationships with regulators through active service on industry committees. An effective and polished communicator with the ability to deal with difficult situations and deliver challenging messages to internal and external stakeholders. A proven leader and business partner with the flexibility to work independently. Extensive experience building teams and developing talent through performance coaching and active mentoring. A strong executive who inspires confidence and assumes leadership during difficult business transitions. Areas of Expertise Strategic Planning & Business Initiatives Legal & Business Advice Mergers, Acquisitions, Business Reorganizations & Operational Integration Team Building & Talent Development Budget Development & Management Litigation Management Regulatory Compliance Enterprise Risk Management Contract Negotiation & Formation Due Diligence

PROFESSIONAL EMPLOYMENT Householder Group Financial Advisors, LLC 9/08-1/11

President and Legal Counsel responsible for establishing new FINRA registered broker/dealer and SEC registered investment adviser for large independent financial planning firm specializing in retirement and estate planning. Provided consulting services on legal, risk and compliance issues and prepared legal documents. AIG Advisor Group, Inc. 10/95-6/08

Multiple executive and senior management positions within one of the nations largest networks of independent broker/dealers with responsibility for legal, regulatory compliance, supervision and risk management. Executive Vice President and Chief Risk Officer, AIG Advisor Group, responsible for creating and implementing new enterprise risk management function within organization to identify, evaluate and respond to risks associated with all business segments. Lead risk management committee in implementing enterprise risk management plan with risk assessments and management reporting. Developed business plan and initiated process to standardize and centralize branch office supervision across multiple broker/dealers in multiple locations. Interacted with internal audit department to prepare written responses and implement corrective actions on examination and audit issues.

Bridget M. Gaughan

bridget.gaughan@yahoo.com

602-769-5507

Page 2

Independently analyzed business need and researched risk management practices within various industries to create and implement all aspects of new enterprise risk management function to identify, evaluate and respond to legal, regulatory, reputational, personnel, financial and operational risks. Prepared business case to support new enterprise risk management department and business plan to execute the proposal. Created new risk based business model and processes for reviewing and approving new financial advisors for affiliation, evaluating and addressing business and sales practice issues involving existing financial advisors and assessing opportunities and risks for new business initiatives. Analyzed industry movement of the 401k business away from broker/dealer commission based and toward investment advisory fee based business, and teamed with industry experts to create a program to grow the 401k fee based business while meeting evolving regulatory requirements. Executive Vice President, General Counsel, AIG Financial Advisors, responsible for delivering legal and business advice to management regarding a broad range of issues involving business opportunities and strategies, products and services, regulatory compliance and supervision, sales practices and employees. Evaluated business and legal issues, made recommendations and delivered management solutions, balancing risks and opportunities. Identified several growth opportunities and then researched, developed and implemented the business initiatives to support the growth opportunity. Assessed legal, regulatory and reputational risk to the firm and delivered risk management solutions to mitigate and/or eliminate risk. Managed legal department staff, budget, compensation, outside counsel/consultant fees and legal reserve to maximize resources and contain costs. Successfully represented firm in litigation, customer complaints, regulatory inquiries, examinations, sweep letters and investigations to minimize and avoid financial, regulatory and reputational exposure. Successfully consolidated three existing broker/dealers into new broker/dealer with total revenue of $120M, with project plan that included all regulatory work for securities, insurance and investment advisory business, combination of multiple internal and external technology databases for representative and client data, and communications to financial advisors, clients and third-parties. The consolidation created a new brand with increased revenue opportunities, reduced expenses with organizational efficiencies, improved internal process and procedures, and reduced regulatory exposure. Created business plan and initiated process for corporate and regulatory approval of AIG Financial Edge, an alliance broker-dealer relationship between financial advisors and other professional services to increase revenue to the firm and recruiting opportunities. Led technology projects involving compliance initiatives and regulatory requirements, including determining business requirements for rules engine based surveillance system and registration and licensing platform which reduced operational inefficiencies and regulatory exposure. Executive Vice President, Chief Legal & Regulatory Counsel, AIG Advisor Group, responsible for managing and directing the legal, compliance, regulatory and registration functions of the six broker/dealers with 110 employees located in three cities with $5M budget. Successfully represented firm in litigation and before regulatory authorities to reduce and avoid financial and regulatory exposure with annual outside counsel/consultant fees and legal reserve of over $10M. Implemented strategic litigation plan with consolidated reporting for litigation, complaints and regulatory inquiries, reducing legal costs, regulatory exposure and reputational risk. Restructured and completed partial consolidation of compliance, legal and registration functions for six entities in three locations to leverage resources, reduce costs and create efficiencies.

Bridget M. Gaughan

bridget.gaughan@yahoo.com

602-769-5507

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Executed strategic compliance and legal initiatives by determining and deploying best practices across six firms, eliminating inconsistencies and reducing regulatory and reputational risk. Senior Vice President, General Counsel/Director of Compliance, SunAmerica Securities, responsible for creating and deploying multiple tracking systems and management reporting for all legal, registration and compliance functions. Restructured and improved examination program, registration and licensing department and client disclosure documents. Prepared and delivered continuing education and training programs on sales practices and supervisory responsibilities. Led Compliance Task Force to identify major structural and functional changes necessary to meet increased regulatory expectations, and created and executed business plan to address all Compliance Task Force recommendations. Participated in developing and implementing Regional Management structure for supervision of sales representatives and technology platform for new accounts, trading and supervisory functions. Conducted due diligence for three major broker/dealer acquisitions. Mohr, Hackett, Pederson, Blakely, Randolph & Haga, P.C. 4/86-9/95

Shareholder specializing in business and securities litigation, regulatory matters for broker/dealers and due diligence for acquisition of broker/dealers.

EDUCATION, PROFESSIONAL LICENSES AND ADDITIONAL TRAINING University of Nebraska, B.A. With Highest Distinction, Phi Beta Kappa University of Houston, J.D. Admitted to practice law in Arizona and Texas FINRA Series 7, 24, 63 and 65 AIG High Performance Coaching Workplace Coach Training Program INDUSTRY INVOLVEMENT Member NASD District Business Committee, District 3 (2003-2005; Chair 2005); Member NASD National Advisory Council (2005); Member NASD District 3 Nominating Committee (Chair 2006, 2007); Member NASD Western Region Consultative Committee (2006-2007); Member FINRA Compliance Resources & Education Committee (2006 2010); Member Securities Industry Association Legal and Compliance Division. COMMUNITY SERVICE American Cancer Society Relay for Life 2009 Present

Participation on leadership team responsible for overall planning of largest Relay event in Arizona involving over 1500 participants raising over $150,000 with event history earnings totaling over $1M. Chair for Raffle Basket Committee, solicited donations and artistically created 82 raffle baskets.