Podcasts about business law section

In this episode, host Stephen Pike, partner at Gowling WLG in Toronto, talks with Bruce Dravis about Directors' Fiduciary Duties, Corporate Purpose and Stakeholder Interests, the three pillars of the Board's engagement on ESG. Stephen A. Pike is a Toronto-based partner at Gowling WLG and co-leader of the firm's Canadian ESG Advisory Services practice. As a senior legal advisor to Canadian, American, and global businesses, Stephen regularly advises on corporate, governance, ESG, transactional, operational, and risk management issues, including supply chain, regulatory, product distribution, compliance, as well as product liability matters. He also advises businesses outside of Canada on setting up operations in Canada and bringing new products and services into the Canadian market. He is co-editor of ESG in the Boardroom: A Guidebook for Directors, published by the American Bar Association. He writes and speaks frequently on ESG issues and how businesses can address the risk of modern slavery, forced labour, and child labour in their operations and supply chains. Stephen is a member of the board of directors of the International Commission of Jurists – Canada; and co-chair of the ESG Subcommittee of the Corporate Governance Committee of the Business Law Section of the American Bar Association. He also serves on the Canadian Cancer Society's Finance, Audit, and Risk Management Committee. Bruce Dravis has more than 30 years of experience representing clients in corporate and securities matters with an emphasis on corporate governance. Bruce F. Dravis joined the Sacramento office of Downey Brand LLP as a partner in 2001. He serves as outside corporate counsel to publicly traded corporations, privately held corporations, and investors.

In this episode, Shazia Ahmad talks with Jeannie Frey, chief legal office and general counsel at Christus Health, about the challenges posed by a crisis, such as the Covid pandemic, and what leadership tools are needed to succeed in running a business. Frey served as chair of the ABA's Business Law Section during 2020-21. Shazia Ahmad works on complex structured finance transactions involving a variety of asset classes at Kramer Levin Naftalis & Frankel LLP. She advises issuers, underwriters, borrowers, lenders, and service providers in these transactions, including drafting and reviewing transaction-related documents, performing due diligence and facilitating closings. Prior to joining Kramer Levin, Shazia gained finance and legal experience at Fortune 500 companies and global banking institutions. Shazia is the Chair of the Young Lawyer Committee and a member of the Marketing Board of the ABA Business Law Section. Jeannie Frey is chief legal office and general counsel at Christus Health, a multi-national nonprofit health system, with U.S. operations primarily in Texas, Louisiana and New Mexico, and Latin American operations in Mexico, Colombia and Chile. Prior to joining CHRISTUS Health in 2018, Frey was chief legal officer and general counsel of Presence Health, a Catholic health system based in Chicago, from 2011-18. She also served as general counsel of Resurrection Health Care in Chicago (2004-11) and was a partner in the health law department of McDermott, Will & Emery in its Chicago office. Frey's professional activities have included serving on the board of the Illinois Association of Healthcare Attorneys, the Audit and Corporate Responsibility Committee of Mercy Health (Cincinnati) and in numerous leadership positions in the ABA Business Law Section, including chair of the Nonprofit Organizations Committee.

In this episode, Shazia Ahmad talks with Kathleen S. McLeroy about her successful legal career and the skills, strategies, and opportunities that allowed her to assume not only a leadership position at her firm but also holding leadership positions in her bar and community organizations. Shazia Ahmad works on complex structured finance transactions involving a variety of asset classes at Kramer Levin Naftalis & Frankel LLP. She advises issuers, underwriters, borrowers, lenders, and service providers in these transactions, including drafting and reviewing transaction-related documents, performing due diligence and facilitating closings. Prior to joining Kramer Levin, Shazia gained finance and legal experience at Fortune 500 companies and global banking institutions. Shazia is the Chair of the Young Lawyer Committee and a member of the Marketing Board of the ABA Business Law Section. Kathleen S. McLeroy, a shareholder with CarltonFields in Tampa, and has extensive experience resolving disputes as a litigator, mediator, and arbitrator. As a trial lawyer, she has substantial experience representing creditors in disputes with debtors in all forums, including state court, federal court, bankruptcy court, and in arbitration proceedings. Kathy regularly arbitrates and mediates disputes arising from contract disputes between health care providers. She works with judgment holders to enforce and collect large commercial judgments, both domestic and international. She also represents commercial banks, mortgage holders, property owners, title insurers, and real estate developers in real property disputes and mortgage foreclosures. Clients seek her guidance on matters involving receivership law, and she serves as a real estate receiver and counsel for receivers. In 2004, Kathy was certified by the Florida Supreme Court as a circuit civil and county court mediator. She is also certified to serve as a mediator in matters pending before the U.S. District Court for the Middle District of Florida and the U.S. Bankruptcy Court for the Middle District of Florida. She mediates a variety of commercial disputes including commercial foreclosures, contract disputes, title disputes, and bankruptcy disputes. She is also qualified by the Florida Supreme Court to serve as a court-appointed arbitrator.

This two-part podcast provides insights into the work of business lawyers and the rule of law, through the lens of the World Justice Forum 2022, which took place in The Hague, Netherlands on May 30, 2022 to June 2, 2022. Listen to this podcast to hear Judge Elizabeth Stong and John Stout, Business Law Section members, comment “live from The Hague” about the Forum's strategy of convening community leaders from around the globe to share insights, explore problems, and develop solutions for advancing justice, opportunity, and peace – all through the rule of law. Listen also to hear Judge Stong and John Stout discuss the critical role of the business lawyer in responding to threats to the rule of law and how business lawyers can preserve justice in the face of these challenges.

This two-part podcast provides insights into the work of business lawyers and the rule of law, through the lens of the World Justice Forum 2022, which took place in The Hague, Netherlands on May 30, 2022 to June 2, 2022. Listen to this podcast to hear Judge Elizabeth Stong and John Stout, Business Law Section members, comment “live from The Hague” about the Forum's strategy of convening community leaders from around the globe to share insights, explore problems, and develop solutions for advancing justice, opportunity, and peace – all through the rule of law. Listen also to hear Judge Stong and John Stout discuss the critical role of the business lawyer in responding to threats to the rule of law and how business lawyers can preserve justice in the face of these challenges.

Find out about the risks, advantages, and how this may affect YOU in your practice. Melissa Jay Murphy 0:06 Hello everyone and welcome to The Fund's Title Now Pop-up Webinar. I'm Melissa Murphy. And we host these webinars from time to time for the purpose of bringing you a quick update on a topic or maybe even a new topic. But we want to do this in relation to real estate transactions so that you can keep up to date with what's going on out there in the real estate world. We try to keep these simple, no PowerPoints, just a conversation. And then we push the audio out to our podcast, which is also called Title Now so that you can easily access the information again and share it with your friends and colleagues. It's really easy to subscribe, you can get it wherever you get any of your podcasts and it's free, of course, another benefit of Fund membership. Melissa Jay Murphy 1:02 So, what are we talking about today? Well, it has been several years since blockchain, and cryptocurrency first surfaced in the real estate transaction world. It was met with confusion and a fair amount of suspicion, I believe. Cryptocurrency continues to gain traction and we are hearing about it quite often in the news and in the media. You now see celebrities promoting the investment in cryptocurrency in fancy magazine ads, and in primetime television commercials. I guess the message is “Be like Matt Damon and invest in cryptocurrency.” But apart from what we are seeing in the media, we are seeing the use of cryptocurrency and blockchain coming back up again in the world of real estate transactions and real estate records. So, I thought it was time to get an update for Fund Members. We are fortunate that one of our very own underwriting attorneys is very knowledgeable about this topic and serves on the Blockchain and Cryptocurrency Subcommittee of the Commercial Real Estate Committee of the RPPTL section of The Florida Bar. The Business Law Section has a comparable committee on which she also serves. So, my guest today is Colleen Sachs, Senior Underwriting Attorney with The Fund. So, before I invite Colleen into this conversation, I want to make sure that all of you watching and listening today know how to post questions on the chat. One of our other Underwriting Attorneys, Caleb Hinton is monitoring the chat for us and so he'll come in at the end of our remarks and read off any questions that you might have asked but go over to the right-hand side of your screen and in that white box, go down to where it says chat. That's where you can insert your question and then under the drop-down box next to the word to pick Caleb Hinton as the person to whom you are sending your question that way it gets directly to Caleb, and there won't be any confusion. So hopefully that will work. We would love to get some questions. So, Colleen, welcome. Thanks for being with me today. And I want to start with some basics just to make sure we are all reminded of what we are talking about. So, tell us, what is crypto? Colleen Sachs 4:00 Okay, well, crypto is a form of a digital asset. And it's based on blockchain, which is a network that's distributed across a large number of computers. So, cryptocurrency is simply a blockchain token. But keep in mind that crypto is just part of how blockchain can be used and the best-known cryptocurrency is Bitcoin. But there are about 12,000 cryptocurrencies, and that's double the number in the last quarter of 2021. We have about 1000 cryptocurrencies are being added each month. Melissa Jay Murphy 4:35 I was really surprised when you told me that when we were getting ready to do this webinar. I had no idea there were that many cryptocurrencies and I think that adds to the confusion. But there have to be advantages to using cryptocurrency. So, what are people that are in favor of cryptocurrency saying are the reasons to use it? What are the advantages? Colleen Sachs 5:01 Well, it's got a number of advantages. It's a fast money transfer without fees. It is a decentralized system that doesn't involve banks and a lot of people like that. It has the benefit of privacy, and it is much easier on international and on overseas transactions. Melissa Jay Murphy 5:23 Those sound-like great advantages if they are in fact real. But I'll bet there are some disadvantages too. Otherwise, this wouldn't have, or this wouldn't have lagged in its incorporation into real estate transaction. So, what are the disadvantages? Colleen Sachs 5:42 Sure, possibly the greatest perceived disadvantage in the use of cryptocurrency is the fluctuation of volatility. It's extraordinarily volatile. But some other disadvantages historically been the high consumption of energy involved in mining. All of that is changing. There are some more energy efficient means of mining nowadays, but also the use of cryptocurrency in criminal activities, such as purchases made on the dark web have given it a bad name, and they can have real consequences. There were recent fraud and Ponzi style cases that have involved many millions of dollars. One of them involved a $1.7 billion transaction in misappropriated funds, so they can have a very real downside. Melissa Jay Murphy 6:31 Well, it seems to me it doesn't matter what type of currency you're dealing in. There are going to be fraudsters that try to jump people out of their money. But certainly, the lack of understanding of cryptocurrency combined with instances of fraud just makes people even more nervous. So, are governments starting to pay attention to this? Are there any regulations or laws out there that govern the use of cryptocurrency? Colleen Sachs 7:01 Yeah, that's actually considered to be one of the downsides because there's some uncertainty in what the future holds regarding regulation. And we see this coming from regulatory agencies from legislation and from litigation. For example, there was a 2021 case from the United States District Court in the Northern District of Georgia. And it was in affect specific situation, but they found that the transaction for the sale of a house then included a portion of the payment in the form of cryptocurrency was an unlawful sale of unregistered securities. The various Attorneys General in states are monitoring crypto closely. Fannie Mae has new crypto requirements, and then you're going to see rules that are dealing with what they call KYC or “Know Your Customer” and AML which are “Anti-Money Laundering” rules to try to deal with security and FinCEN also comes into play. And then also in the title industry, a title company has to receive payment in fiat or US dollars. So, that can become problematic. Melissa Jay Murphy 8:07 Certainly, a regulatory restriction on the use of cryptocurrency and I know that Florida, the legislature created and appointed a blockchain task force but that was with a pretty narrow focus, and not so much on regulating the use of cryptocurrency here in Florida. So, it'll be interesting to see if our state government gets involved in this in any way, but I do want to circle back with you about your comment about Fannie Mae requirements. Fannie Mae obviously plays a big role in the world of real estate transactions. So, give us some more information about these Fannie Mae guidelines. Colleen Sachs 8:55 Okay, well, in fact, the Fannie Mae guidelines say that virtual currency that has been exchanged into US dollars is acceptable for down payment, closing costs, and financial reserves. If there's been documented evidence that the virtual currency has been exchanged into US dollars and held in a US or state regulated financial institution, and the funds are verified in US dollars prior to the loan closing. A large deposit may be made from virtual currency that was exchanged into US dollars. The lender also has to obtain sufficient documentation to verify that those funds originated from the borrower's virtual currency account. The virtual currency may not be used for the deposit on a sales contract for the purchase of the subject property. Once again, it will always have to be exchanged into fiat. If it's a large deposit, then they're going to have to see that this came from the borrower's virtual currency account. Melissa Jay Murphy 10:04 Those guidelines don't seem terribly inconsistent with current lender guidelines for proof of source of funds. It just makes it very clear that we're not going to verify your crypto currency balance or value. We're going to want you to convert that first but you're going to have to show the chain of custody of your cryptocurrency being converted into US dollars and proving all of that. So those don't seem contradictory or conflicting with sort of the way things have been done in the past. But also, doesn't seem to conflict with our underwriting guidelines. So, it seems like we're going to be fine with Fannie Mae when it comes to cryptocurrency, right. So, let's move to the world of real estate. So why are these topics again something of interest to the title industry? Colleen Sachs 11:03 That's because it's actually affecting the market now. There was a survey that was conducted by the real estate brokerage firm, Redfin. It showed in the fourth quarter of 2021 nearly 12% or one in nine of first time us homebuyers sold cryptocurrency for either part or all of their down payment. Millennials made up a large part of this number because they’re so many first-time homebuyers in that range. Another interesting point is that there's some speculation that some of this is tied to the pandemic. There was an increased interest in crypto by people who had jobs during the pandemic. They had extra money because they weren't traveling, they weren't going out to eat as much and they started dabbling in crypto in their abundant spare time. But you have to keep in mind that fiat and in our case, US dollars are still going to be needed for things such as recording and other closing costs. So, contracts that involve crypto need to address that fact. You're going to have to have US dollars at some point and they're going to need to address who takes on that conversion risk. There are some also some new areas in the industry, new companies that are popping up to serve this industry. Companies that verify that the currency that's being transferred and companies and payment processors who coordinate the transfer of the currency. All of those things are going to make the transaction much safer than a pure wallet to wallet transfer. We don't have this in Florida yet. But Wyoming and Nebraska have both authorized digital banks. Melissa Jay Murphy 12:38 Oh, yeah. Well, that will be an interesting change if that comes to Florida. But all these things that you mentioned, sound to me like the market is being affected by the consumers desire to utilize their cryptocurrency value to buy a house. So, they are required by various regulators to convert that to US dollars in order to operate in our world. But it seems like that is a factor now because when the buyer is asked “Where are you getting your money?” They say, “Well, it's in my cryptocurrency account.” So, everyone involved in real estate transactions needs to understand what the process is to take that cryptocurrency value and turn it into US dollars. So that we can get a contract written, we can comply with the lenders requirements who wants to comply with Fannie Mae requirements, we have to comply with our title insurance regulations. So, I love seeing changes in the industry coming from the consumer because usually it's from the government down and this is something that's coming from the consumer and bubbling up. I like it. So those are general things that are happening, but what's I mean, are there examples of cryptocurrency being used in Florida transactions? Colleen Sachs 14:20 Yeah, there are and while Florida doesn't have all the regulation and things that some of the other states do, Florida is on the leading edge of transactions that are involving blockchain and cryptocurrency. There are different ways to use it. You can use it by selling crypto to get US dollars for closing as we've been talking about. You can transact directly in cryptocurrency, or you can create a non-fungible token that is used to document the transaction. So, for the first one, selling the crypto to get the US dollars, that's basically the same type of real estate transaction we're doing now. With the other two. We've got two really good examples. They've got the sale of a four-bedroom penthouse in the art building in Surfside that set in Miami Beach price per square foot record of $4,440.50 a square foot. The sale price was $22.5 million dollars. That transaction was completed in cryptocurrency which makes it the largest known crypto real estate transaction. In this case the conversion risk was on the buyer. So that was directly transacting it in cryptocurrency. Melissa Jay Murphy 15:28 So, when you say the conversion risk was on the buyer, the buyer took the risk that the Ethereum value could go up, but they were still obligated to pay the seller at the same number of Ethereum. Colleen Sachs 15:50 Correct Melissa Jay Murphy 15:59 How do they refer to the cryptocurrency in a contract? Because you know, when you say $250. How do they refer to it in contracts? Colleen Sachs 16:12 They're actually just referred to by the number of the item just like we do in dollars. So, we would talk about it in however many Ethereum. Another case that we have was dealing with the sale of a residence in Gulfport Florida. In that case, the sale price was 210 Ethereum. At the time that represented about $653,000 in US dollars. That was an interesting one because the home's ownership was by the award of an NFT or a non-fungible token. The home was titled in an LLC, and then the transfer of the LLC interest to the purchaser was represented by an NFT that was documented on the blockchain. So, it was kind of interesting. You won't see a deed. You'll see a deed into the LLC. But then the actual transfer was done by the transfer of the interest in the LLC, and it's documented by the award of an NFT. Melissa Jay Murphy 17:20 Wow, so this adds yet another aspect of these cryptocurrency slash blockchain transactions that Fund Members need to know about. So, talk to us about how NFTs work non-fungible tokens. Collee Sachs 17:36 Sure, an NFT, a non-fungible token, by their name or they are limited in number which creates scarcity. In the hope of the creator of the NFT it also creates value. So, an NFT has a unique identifying code. It’s not interchangeable hence it being non-fungible, it can be authenticated. The authenticity is very secure, because the NFT is on the blockchain. So that transaction is going to be encrypted. The network can then decrypt it for the transaction, it verifies it, it authenticates it, and then it records it in an unmodifiable environment. This has gained a lot of popularity. You see NFTs talked about a lot in the sale of digital art and sports related videos. As seen in the Gulf port transaction, it's now part of the real estate world. Melissa Jay Murphy 18:40 When you say that NFTs are limited in number, explain that, who controls setting that limit? Colleen Sachs 18:50 The creator of the NFT sets the limit. In the case of a sale of a piece of real estate, if you've got one purchaser that's buying the real estate, the number of NFTs are going to be one. You may have some kind of digital art that they may want to say, “Okay, I'd like to be able to sell this to 100 people or 1000 people,” sort of like you would see like a numbered print. The NFTs can be any number, but the fewer would tend to be the more valuable and in the case of real estate, generally it would just be one. Melissa Jay Murphy 19:28 Can the owner of an NFT for example, the sole member of this LLC, that owns this house? Can they create undivided interests in an NFT? Colleen Sachs 19:47 Sure, they can. It's just like you would own any other asset you can create interests in it. Right. Melissa Jay Murphy 20:00 Well, that may be a topic for a whole separate webinar when Members start asking questions about that. All right, so we've talked about cryptocurrency. We've talked about NFTs and how they're playing a role in real estate transactions, but we haven't really talked much about blockchain. So again, back to basics. Tell us again what blockchain is. Colleen Sachs 20:26 Sure. So blockchain, it's an unchangeable, distributed digital ledger. It's going to be a ledger that shows ownership and everything just like any other ledger would. It's not changeable. It's going to be stored in multiple places on a peer-to-peer computer network. So, you've got computers all over the place that are going to be storing this information, and that makes it secure because if it's changed on one computer in the network, that will show that it's been changed on the other computers. So, it makes it a lot more secure because you are automatically alerted that there's been a change on the blockchain. Melissa Jay Murphy 21:10 So that's how you can know that this NFT hat represent your interests in this LLC is not going to be transferred inappropriately or fraudulently because it shows up on all these different computers. And they would say, wait a minute, that's not supposed to be messed with. Colleen Sachs 21:30 Exactly. Melissa Jay Murphy 21:31 How is blockchain now being used in the real estate industry? What are the new things that you're seeing out there on that? Colleen Sachs 21:45 Oh, it's got some really excellent applications in real estate, I think it's going to be much more widely accepted much more quickly than the use of crypto, while crypto has a fair amount of downside because of volatility, and bad actors, blockchain doesn't. It has the advantage of being very secure. We're seeing timeshare developers documenting ownership interests on blockchain that creates NFTs that represent that interest. The same goes for commercial real estate leases. It's already being used in recording real estate records in some states. Not in Florida yet, but in other states. The benefit is there's greater efficiency due to the digitization of the process and it's an accurate record of ownership that updates in real time. Melissa Jay Murphy 22:38 But let me ask you about the use of blockchain and real estate records because in Florida, of course, we have a very broad public records law. And we're very protective of that and of the public's right to access public records. So how would a citizen be able to access real estate records on blockchain? Colleen Sachs 23:10 Well, they will have the same access as they have now. Looking at the computer and actually in some areas, where they're recording documents, deeds and things like that on blockchain, you will see a deed that will be stamped with a QR code. You can then put your phone camera over that QR code, and it will bring up the copy of that deed. So, it is something that can be set up. It can be very private, particularly when you're dealing with NFTs but you can have the blockchain be open, very open to the public as well. It’s tamper proof and disaster resistant since it's this decentralized ledger. If something goes down, if we have a storm and it takes out a courthouse, that has the server in the courthouse, instead of the records just being destroyed and losing them. It would be accessible through one of these other computers on that peer-to-peer decentralized ledger. We've got some areas are actually recording things on blockchain right now. South Burlington, Vermont has partnered with Propy, who was the company that did the Gulfport Florida transaction, to develop a blockchain based deed registration system that's going to store deeds on the Ethereum blockchain. Cook County Illinois has a blockchain pilot program in their office of the recorder of deeds. In what is the most blockchain friendly state, Wyoming. Teton county is putting all of its land transaction records on blockchain. That doesn't mean it's going to make title searches unnecessary, but it is going to make the searches more efficient and more reliable. It gets rid of the ability of someone to alter records in the courthouse so it's just very, very secure. Melissa Jay Murphy 25:05 Interesting. Well, it'd be very interesting to keep an eye on this trend of utilizing blockchain, for the recording of public records. That's something that the industry is going to have to pay a lot of attention to. Lots of great information, certainly new stuff going on new ways that these new types of currency and representations of ownership are being used. What would you say are the five takeaways for a Fund Member from this conversation? Colleen Sachs 25:47 Well, Fund Members need to have some level of awareness of this trend than the industry because things are happening now. They need at least a very basic knowledge of the fundamentals when they're dealing with contracts. If your client is involved in a transaction involving cryptocurrency, you need to understand who was going to take the risk of volatility of the currency and you're going to also have to determine who is going to have to fund the closing cost with US dollars. Keep in mind that our underwriting position has not changed, we are not able to ensure wallet to wallet transactions. So said another way crypto has to be converted into US dollars, simultaneous with or before the closing for the entire transaction. But be aware that if you're dealing with Fannie Mae you may have to prove that source of funds. Then be aware that this concept of an NFT has been used to document ownership and an LLC. And just stay alert for any aspect of this that's coming to Florida because it's not a matter of “if” but a matter of “when.” Melissa Jay Murphy 27:00 Well, I would agree with all of those takeaways. I would also be so bold as to say that as things change and any aspect of this comes to Florida, you will hear it from us here at The Fund as soon as we hear about it, so we will keep you up to date. Caleb, are there any questions out there from the attendees? Caleb Hinton 27:22 Yeah, we actually got quite a few. The first one was with relation to NFTs and using NFTs instead of a deed. What is the trend? Because you were talking about at the end some of the advantages related to the security of using NFT on the blockchain to record and follow the chain of title. Do we see it going towards using NFTs in lieu of deeds in the traditional sense, or is it just kind of this niche thing right now that people are kind of playing with? Colleen Sachs 27:55 There isn't really a trend because there are different ways of doing it. If there is a trend, it is mostly in people converting their crypto into fiat before a transaction, so having a very traditional transaction because they want to be able to get title insurance. They're purchasing property from someone they don't know. They want to have title insurance. If you are just transferring the ownership interest in the LLC, you don't have all of the same things you would have with a traditional closing. We are seeing that it was used more or less to make it possible to have this auction and the payment actually happened in crypto, the house in Gulfport. I also see that as being kind of a something that was a good marketing for property, the company that handled it, so it definitely got it into the media and got people talking about it. I don't see that as a trend at this point. I think we're going to see more conventional closings, but with money coming from crypto that's been converted. Caleb Hinton 29:06 And then broadly just back to the Gulfport deal. One of the questions was, they didn't trade an NFT for the house. The NFT was how they were. In other words, how they documented the deal, right? Colleen Sachs 29:20 That's exactly right. That's how they documented it. They had an auction so the money actually did come from a cryptocurrency wallet. They had the auction, and the payment was for the interest in an LLC that held title to the house. Then the transfer of that interest in the LLC was documented on blockchain for security purposes, instead of having a deed recorded, transferring the interest in property. So, the deed that is recorded on that house is actually still the deed into the LLC. The LLC interest just transferred and instead of having it not be something that people could see in public, they transferred it on blockchain to keep it secure and safe from anybody coming in and making a change do it that shouldn't. Caleb Hinton 34:45 The next question, I guess that logically follows from there. Okay, now you've done this deal on blockchain and you have this NFT that is the ledger, if you will, for that deal being done. How do you do the next deal, but based on what you just said, basically, you can still do a good old-fashioned deed out of the LLC into a new buyer it’s just the NFT that kept the ledger. Colleen Sachs 30:39 Yeah, you absolutely can. You can and for purposes of that, if it's a transfer from that LLC into a third party, then you're going to have a deed out, you're still going to have an LLC that is that the interest in the LLC is represented on blockchain, but it no longer holds title to that property. If it has anything else in it, then it may have some value, but the property just comes out. The other way that they could handle it is they could actually transfer the interest in the LLC and record that transferred to the blockchain as well. So that would show that chain of interest in the LLC. Caleb Hinton 31:21 Okay. And then, and I've seen some of this in the news. So, I'm actually curious on your answer on this as well, who is the regulatory body on crypto? Colleen Sachs 31:30 Well, it depends. I mean, right now, there is not a lot of regulation. We're getting more and more than the State's Attorney Generals are coming into play some. We're seeing some states that have a separate for example, Wyoming is extremely blockchain friendly, and we're seeing that regulation through statute in that state, and they have set up regulatory agencies within the state to deal with it. In Florida right now, we're still looking basically at the Attorneys General. And then we see regulation, of course through entities like Fannie Mae, that they have said, if you want to deal with us and you want to use blockchain, these are our criteria. It's very decentralized at this point. Caleb Hinton 32:15 Right, all over the place. And then with relation to Fannie one of the questions was, are they actually asking that you prove up your ownership of the tokens before you are to do a deal? In other words, wallet to wallet as you put it? Colleen Sachs 32:32 Well, they don't allow a wallet-to-wallet transfer. Fannie Mae will not allow that they will allow virtual currency if you have converted it to US dollars. If you have a large deposit and this is sort of like if you know it's a source of funds matter for them when if they want to know if you've gotten a gift or if you've gotten money from somebody else, same type of thing. If you're going to have a large deposit, they're going to want you to verify that those funds originated in your own virtual currency account. So, you've got to show that those funds came from you. Just like you might have to show that money came from a bank account when you're doing a closing. Caleb Hinton 33:08 One last question. Ethereum, are there any other digital, any other blockchains that are being used as a ledger, or is it just Ethereum that seems to be taking point with real property transaction? Colleen Sachs 33:27 Ethereum is definitely the leading edge in real estate transactions. You’re seeing Ethereum used as the ledger, and then you're seeing the Ethereum tokens used to determine the price like the transaction in Florida was 210 Ethereum. So, you're seeing that for the price. That's really the primary one. You do not see transactions happening really in Bitcoin, very often. They can but they're not really happening in Bitcoin. Melissa Jay Murphy 34:07 Thanks, Caleb, and thanks for all of those really great questions. And thank you for attending today. I think we've wrapped up our conversation. I hope it's been interesting. I hope it's been valuable. And again, look for us to push this out on our podcast, Title Now, so that if you want to listen to this again, or share it with your colleagues as the easiest way for them to get it, and send me your suggestions for future pop-up webinar topics, I would love to hear from you. And of course, as always, thank you for your support of The Fund. Real estate transactions involving cryptocurrency may expose the parties to the transaction, the title agency and the underwriter to several unique risks. These transactions may not be insured without a thorough underwriting evaluation and written authorization. Significant considerations include liability related to dealing with unknown parties in real estate investment, unknown sources and payees of funds and valuation concerns. Fund Members who encounter requests to insure a transaction involving cryptocurrency must contact their underwriting counsel for evaluation and authorization. Due to these unique risks, Fund Members are cautioned to refrain from advertising the ability to close transactions involving cryptocurrency. Additionally, closing protection letters will not be issued for these transactions.

Join us LIVE for The Vinney and Beau Show!! Every Friday at 9:30am PST or 12:30pm EST on all social media websites! Travis graduated with honors from Michigan State College of Law. While there, he emphasized his course study in business litigation, incorporation, and planning (with a focus on real estate). He is also the owner of a prominent real estate brokerage which gives him a unique perspective when advising clients on every aspect of property ownership. Travis is a member of the State Bar of Michigan's Business Law Section, and Real Property Law Section. He is licensed to practice law in Michigan, Illinois, and the Federal 6th Circuit. ------------------------------------------------ About Vinney (Smile) Chopra: Vinney is a real estate investor, syndicator, International best-selling author, host of 4 podcasts, multifamily educator, mentor, dedicated husband of over 40 years and father of 2 children-Neil and Monica, residing in Danville, California (near San Francisco) for 40+ years. Vinney came to this country with only $7 in his pocket and a dream. Vinney has now built a portfolio of over 6,500 units amounting to over $650 Million in the multifamily, senior assisted living and hospitality arenas. He is passionate about helping others achieve financial freedom and giving back to our seniors who have given us so much. Learn more about Vinney: https://vinneychopra.com/ Learn more about investing with Vinney: https://vinneychopra.com/investor/ Apply for Mentorship: https://vinneychopra.com/mentorship/ Vinney's Youtube: https://www.youtube.com/c/VinneyChopra/videos Vinney's Linkedin: https://www.linkedin.com/in/vinney-smile-chopra/ Vinney's Instagram: https://www.instagram.com/vinneychopra/ Vinney's Free Book: https://vinneychopra.com/freebook/ ------------------------------------------------

In this episode, Judge Peter M. Reyes discusses his unorthodox career path to becoming a judge and offers insights on his legal background and education, as well as the strategic steps he took in his legal career to obtain his goals. Judge Reyes offers insights and techniques on how the young lawyer can make -- and recognize -- opportunities to further their career goals.

In this episode, Judge Elizabeth Stong speaks with Natasha Sim about her unique leadership path and the skills, tools, and approaches that may help young lawyers as they strive to obtain a more leadership role in their professional lives.

In this episode, international lawyer Tom Morante provides keen insights into the opportunities and rewards of becoming an international lawyer, as well as describing the complexities of this practice area. Tom advises clients on U.S. and foreign insurance and financial services regulatory, compliance, and cross-border transactional matters. He handles matters involving life and annuities, health, insurtech, data privacy and cyber risk, and D&O insurance. He is fluent in Spanish, and has studied in Colombia, Mexico, and Spain. He leads Carlton Fields' International Insurance Regulatory Team and serves on the Advisory Board of Inter-American Dialogue's Financial Services Advisor publication. In addition, he chairs the Business Law Section's International Coordinating Committee and its Business Law Now Board, and serves on the Section's Marketing Board. The host of this episode is Shazia Ahmad . Shazia is the Vice President of Regulatory Reporting at Wells Fargo. She has a broad range of experience in areas of legal, regulatory compliance and finance for financial instituitions and media companies including Wells Fargo & Co., Credit Suisse, JP Morgan & Chase and Viacom. She joined the Business Law Section of American Bar Association (ABA) as the national law student liaison and now is the Chair of the Young Lawyer Committee and Vice Chair of the State and Local Banking Subcommittee.

In this episode, Kate Letcher speaks with Mian Wang about her strategies and approach to become a more effective woman lawyer, and highlights ways for women to succeed in the profession.Kate Letcher is an associate in Tressler LLP's Chicago office in the firm's litigation practice. She is a vice chair of the ABA Business Law Section's Women's Commercial and Business Advocates Committee. Mian R. Wang is a shareholder in Greenberg Traurig's Boston office where she focuses her practice on high-stakes business litigation. She represents public and private companies, financial institutions, directors, officers and individuals before state and federal courts in commercial and bankruptcy litigation. Her practice covers multiple disciplines and industries, including education, health care, event management, start-up firms, financial institutions, and commercial finance and asset management firms.

In this episode, Kelly Galligan Dunn, M&A Attorney at Rutan & Tucker, LLP, speaks with Michele Johnson, Global Chair of the Litigation & Trial Department at Latham & Watkins LLP, on career development and strategies, community involvement, and work-life balance. This series is sponsored by the Business Law Section's Career and Practice Development Committee.

Today's guest is James Rieger, partner at Tannenbaum Helpern Syracuse & Hirschtritt LLP. He's also the Founder and Chair of its Cannabis Industry Practice Group. James has over 25 years of experience with a broad corporate and securities law practice with a focus on the cannabis industry. He is the current Chairman of the Mergers and Acquisitions Committee of the Business Law Section of the New York State Bar Association. He is also a contributor to Bloomberg Law's cannabis page and is a frequent lecturer and author on cannabis-related matters. Listen in as James shares his views on the cannabis space and where it’s headed. There has been quite a bit discussed on this topic, and you'll be interested to hear some of the legal hurdles that face this relatively new Industry.  You will want to hear this episode if you are interested in... Jame’s path to becoming partner at Tannenbaum Helpern Syracuse & Hirschtritt [2:25] 10,000-foot view of what’s going on in the industry and where it's headed [6:27] Why is the cannabis industry such a controversial one from a legal perspective? [8:42] How does illegality affect banking operations in cannabis companies? [12:22] Where it industry is headed from a legislative standpoint [16:04] As an attorney, what's James’ involvement with those in the cannabis space? [18:44] Are alcohol and tobacco industries working to snuff the cannabis industry? [21:26] Hurdles entrepreneurs and investors face getting into the cannabis industry [23:35] Changes coming that may impact the cannabis industry in a big way [30:01] What James did today that put him in the right mindset for success? [35:52] Connect with James Rieger Their website On Linkedin Guests on the Mitlin Money Mindset Show are not affiliated with CWM, LLC, and opinions expressed herein may not be representative of CWM, LLC. CWM, LLC is not responsible for the guest's content linked on this site. Connect With Mitlin Financial podcast(at)MitlinFinancial.com - email us with your suggestions for topics or guests https://mitlinfinancial.com  Follow on Twitter Follow on Instagram Subscribe on Youtube Follow on Linkedin Follow on Facebook   Subscribe to Mitlin Money Mindset™ on  Apple Podcasts, Spotify, Google Podcasts

In this episode, Frank Placenti speaks with John Stout and Deborah Kool about sustainability, and the issues in which a board may confront when faced with adhering to corporate goals that center on sustainability. Frank Placenti chairs the ABA Corporate Governance Committee. He is a partner and leader of the U.S. Corporate Governance Practice of Squire Patton Boggs. He is the editor of the BLS book, Director’s Handbook: A Field Guide to 101 Situations Commonly Encountered in the Boardroom. Frank was also Founding President of the American College of Governance Counsel. John Stout, a former chair of the Corporate Governance Committee of the Business Law Section of the American Bar Association, is a partner at Fredrikson & Byron, a Minneapolis-based firm, where he co-chairs the firm's Corporate Governance, Corporate Sustainability and Social Responsibility, and Artificial Intelligence groups. He co-founded the Minnesota chapter of the National Association of Corporate Directors and has advised and served on countless boards. Before entering law, Debbie Kool worked in India as a director of a non-profit that rescues victims of sex trafficking. She is an associate in the Securities and Mergers & Acquisitions practices at Fredrikson & Byron and a vice-chair of the ABA's Corporate Social Responsibility Law Committee.

We are excited to introduce a new program designed to provide pro-bono, non-litigation business law services for Wisconsin business owners, courtesy of the Business Law Section of the State Bar of Wisconsin and Marquette Volunteer Legal Clinic.Eligible participants can receive brief assistance on a wide variety of business law matters including:·         Finance and lending·         Insurance claims/coverage·         Commercial leases and contracts·         Tax·         Labor and employment·         Real estate·         Commercial debtor/creditor·         Regulatory compliance, including privacy and COVID-19 related requirementsQuestions? Comments? Continue the discussion by requesting access to our exclusive WVF Facebook Group.⭐⭐⭐⭐⭐Wisconsin Veterans Forward is brought to you by the Wisconsin Veterans Chamber of Commerce, a nonprofit organization that serves veterans and military families by supporting veteran owned and veteran-friendly businesses throughout the state. On behalf of our members, we serve as an advocate for Wisconsin’s veteran business community and promote economic opportunity for military veterans, military families, and veteran-friendly businesses.Follow us on all platforms: https://linktr.ee/Wivetschamber Opening theme: "I'm Not Shy" by Joy and the Boy

Part 2 -- We are excited to introduce a new program designed to provide pro-bono, non-litigation business law services for Wisconsin business owners, courtesy of the Business Law Section of the State Bar of Wisconsin and Marquette Volunteer Legal Clinic.Eligible participants can receive brief assistance on a wide variety of business law matters including:·         Finance and lending·         Insurance claims/coverage·         Commercial leases and contracts·         Tax·         Labor and employment·         Real estate·         Commercial debtor/creditor·         Regulatory compliance, including privacy and COVID-19 related requirementsQuestions? Comments? Continue the discussion by requesting access to our exclusive WVF Facebook Group.⭐⭐⭐⭐⭐Wisconsin Veterans Forward is brought to you by the Wisconsin Veterans Chamber of Commerce, a nonprofit organization that serves veterans and military families by supporting veteran owned and veteran-friendly businesses throughout the state. On behalf of our members, we serve as an advocate for Wisconsin’s veteran business community and promote economic opportunity for military veterans, military families, and veteran-friendly businesses.Follow us on all platforms: https://linktr.ee/Wivetschamber Opening theme: "I'm Not Shy" by Joy and the Boy

In this episode, host Frank Placenti speaks with John Stout and Debbie Walker Kool about business sustainability, what it is, how it has evolved, and how every board should be thinking about it. John, a former chair of the Corporate Governance Committee of the Business Law Section of the American Bar Association, is a partner at Fredrikson & Byron, a Minneapolis-based firm, where he co-chairs the firm's Corporate Governance, Corporate Sustainability and Social Responsibility, and Artificial Intelligence groups. He co-founded the Minnesota chapter of the National Association of Corporate Directors and has advised and served on countless boards. Before entering law, Debbie worked in India as a director of a non-profit that rescues victims of sex trafficking. She is an associate in the Securities and Mergers & Acquisitions practices at Fredrikson & Byron and a vice-chair of the ABA's Corporate Social Responsibility Law Committee.

Links/Resources: Vapor intrusion:  https://www.environmental-law.net/environmental-law/vapor-intrusion/ Vapor Intrusion Archive Page (digital images of news articles thru 2008 discussing sites VI problems): https://www.environmental-law.net/environmental-law/vapor-intrusion/vapor-intrusion-digital-project/ Radon Page: https://www.environmental-law.net/environmental-law/indoor-air/radon/ Dry Cleaner Page:  https://www.environmental-law.net/key-practice-areas/environmental-due-diligence/dry-cleaners-and-commercial-real-estate/ List of contaminated NY Dry Cleaner Sites: https://www.environmental-law.net/key-practice-areas/ny-superfund-program/ny-contaminated-dry-cleaner-database/ Bible and the Environment: https://www.environmental-law.net/resources/the-bible-and-the-environment/ EPA Cleanups in my Community-Interactive Map for all federal remedial sites): https://ofmpub.epa.gov/apex/cimc/f?p=cimc:map::::71 EPA Superfund Sites Where You Live: https://www.epa.gov/superfund/search-superfund-sites-where-you-live EPA Lead Paint Page: https://www.epa.gov/lead EPA Drinking Water Page: https://www.epa.gov/ground-water-and-drinking-water Lawrence P. Schnapf is an environmental attorney based in New York City and New Jersey with over 30 years of national environmental transactional experience and is the principal of Schnapf LLC. https://www.environmental-law.net With this background and his geology training, Larry is uniquely qualified to handle the legal and technical issues commonly encountered with environmental issues. Larry primarily concentrates on environmental risks associated with corporate, real estate and brownfield transactions; commercial financing including asset-based lending, syndicated loans, mezzanine loans and distressed debt; bankruptcy, workouts and corporate restructuring. He has extensive experience with brownfield redevelopment and financing, including representing affordable housing developers and assisting local development corporations or not-for-profit organizations with their brownfield planning programs. Larry also counsels clients on environmental, represents clients in federal and state environmental litigation, enforcement actions, administrative proceedings and private cost recovery actions. He has also served as liaison counsel for PRP steering committees. He has also written numerous articles on environmental law, is the general editor/contributing author of “Environmental Issues in Business Transactions” published by the Business Law Section of the ABA and is also the author of “Managing Environmental Liability in Transactions and Brownfield Redevelopment” published by JurisLaw Publishing. He is also contributing author for several chapters of “Brownfield Practice and Law: The Cleanup and Redevelopment of Contaminated Properties” published by Matthew Bender and the Matthew Bender “Environmental Law Practice Guide”. Larry is the Chair of the Environmental Law Section of the New York State Bar Association (NYSBA), co-chair of the NYSBA brownfield task force and served as the co-chair of  the NYSBA Hazardous Site Remediation Committee from 1995 until January 2015 he became an officer of the NYSBA Environmental Law Section.  Larry is also on the advisory board  of the New York City Brownfield Partnership and served as the chair of the Brownfield Field Task Force of the Environmental Business Association of New York (EBA/NYS) from 2002 until EBA/NYS became inactive in 2009. He is a past Chair of the ABA Section of Business Law Committee on Environmental, Energy and Natural Resources Law. He is also a member of the board of BNA's Environmental Due Diligence Guide and a member of the Society of Environmental Journalists. Larry has also served on a number of ASTM Task Groups, including Chair of the legal subcommittee for the ASTM E1527  task force for the 2013 revisions to ASTM E1527 phase 1 standard and was Co-Chair of the legal sub-committee for the ASTM Vapor Intrusion Task Group. Larry is an adjunct professor of environmental law at New York Law School and a faculty member of the NYLS Center for Real Estate Studies where he teaches “Environmental Issues in Business Transactions”, “Environmental Law and Policy” and a mini-course on brownfields. He is also on the faculty of the Center for Christian Studies at Fifth Avenue Presbyterian Church where he teaches “The Bible and the Environment.” He is listed in the New York Super Lawyers-Metro Edition (2010-2015; the Super Lawyers Business Edition (2011-15); The International Who's Who of Environmental Lawyers (2008-2015) as well as appearing in Chambers USA Client Guide of America's Leading Lawyers for Business. Larry has received the AV® Preeminent Rating from Martindale-Hubbell, the highest possible Peer Review Rating

Episode 1: Introduction and History of the Annual Review In this episode of “Annual Review - Key business law developments in bite-size pieces”, we discuss the history of the book and its evolution over the past two decades with Judge Elizabeth Stong and Heidi McNeil Staudemaier. Judge Elizabeth Stong is a United States Bankruptcy Judge for the Eastern District of New York. Judge Stong is also actively involved in the leadership of the ABA Business Law Section and Judicial Division. Heidi McNeil Staudemaier is a Partner at Snell and Wilmer where she is nationally renowned in the fields of Native American Law and Gaming Law and Business Litigation. Heidi has also served as the President of International Masters of Gaming Law, as well as the Executive Editor of Gaming Law Review and Economics. Judge Elizabeth Stong and Heidi McNeil Staudemaier are both leaders of the BCLC and Business Law Section and were instrumental in establishing the Recent Developments publication almost 20 years ago. Interviewees: Judge Elizabeth Stong, United States Bankruptcy Judge for the Eastern District of New York, and Heidi McNeil Staudemaier, Partner at Snell & Wilmer

For the first time ever, the State Bar of Texas is hosting its annual meeting entirely online! Host Rocky Dhir talks with Reginald Hirsch and Ron Chichester about what this virtual conference will look like and a sneak peek of the presentations and speakers planned for attendees. Register here: 2020 State Bar of Texas Annual Meeting On Demand Reginald A. Hirsch serves as CLE chairman of the Computer & Technology Section of the State Bar of Texas and practices family law in Houston. Ron Chichester practices technology-related law in the Dallas area and is a past chair of both the Computer & Technology Section and the Business Law Section of the State Bar of Texas.

For the first time ever, the State Bar of Texas is hosting its annual meeting entirely online! Host Rocky Dhir talks with Reginald Hirsch and Ron Chichester about what this virtual conference will look like and a sneak peek of the presentations and speakers planned for attendees. Register here: 2020 State Bar of Texas Annual Meeting On Demand Reginald A. Hirsch serves as CLE chairman of the Computer & Technology Section of the State Bar of Texas and practices family law in Houston. Ron Chichester practices technology-related law in the Dallas area and is a past chair of both the Computer & Technology Section and the Business Law Section of the State Bar of Texas.

International trade practices continue to evolve as technology makes transactions faster and more secure. How do these changes affect the law? At the California Lawyers Association’s 2019 Annual Meeting, On The Road host Monique Jewett-Brewster talks with Walter Oetzell about how cutting edge international trade practices call for increasingly regular evaluation of dated statutes and legal processes. Later in the interview, Monique turns to incoming chair of the CLA Business Law Section, Corey Weber, for a discussion of his goals for increasing the section’s involvement in the community in the coming year. Walter K. Oetzell is a partner with Danning, Gill, Diamond & Kollitz LLP. Corey Weber is a Partner at Brutzkus Gubner Rozansky Seror Weber LLP.

Corina Weigl is a partner with Fasken LLP.  Corina’s practice is focused on estate and family business succession planning. Developing customized strategies for wills, trusts, as well as estate administration and domestic contracts, Corina leverages legal and tax regimes to protect multi-jurisdictional property and family interests. She is also active in the Firm, currently holding the position of Chair of the Firm’s Professional Development Committee, having been Vice-Chair of the Business Law Section for many years.  Corina relies on a variety of tools to implement structures designed to facilitate a successful estate and business succession plan for clients. She also provides strategic advice to executors, trustees and beneficiaries in respect of ongoing administration issues or when faced with litigation regarding fiduciary accounts.  Corina also advises on charities and not-for-profit considerations, advising clients on legislative, tax and regulatory implications.  Named the 2017 “Lawyer of the Year” for Trusts and Estates in Toronto by Best Lawyers in Canada, Corina has also been recognized with Lexpert’s “Zenith Award” for her pro bono work for SEDI. 

Ernest D. Holtzheimer is an associate in Montgomery McCracken’s corporate and securities practice group. His practice focuses on mergers and acquisitions, financing transactions, and other general corporate matters.  Ernie also serves as an editor of Montgomery McCracken’s Private Business Counsel blog. In addition, he is a member of the firm’s Diversity Committee. Ernie currently serves on the Executive Committees of the Philadelphia Bar Association’s Business Law Section and Young Lawyers Division, and as a Business Law Fellow in the American Bar Association’s Business Law Section. As an active community member, Ernie serves on several nonprofit boards including the Special Olympics PA-Philadelphia Executive Advisory Board, The Spruce Foundation Board of Directors, and the Covenant House PA Associate Board. He is also an advisor to an institutional venture fund and an international angel investment group.  

Mark serves as senior product and privacy counsel to Fortune 500 and 100 companies. A zealous advocate of privacy by design, Mark counsels end-to-end privacy implementation in all aspects of product development and go-to-market strategies.A frequent lecturer and speaker on US / EU comparative privacy laws and GDPR compliance best practices and strategies, Mark currently serves as Chairman of the Internet and Privacy Law Committee of the Business Law Section of the California Lawyers Association (formerly, the State Bar of California). Mark has been counseling on global privacy laws since 2004 and is a member of the International Association of Privacy Professionals.Currently serving as embedded Senior Counsel at Autodesk, Inc., through Paragon Legal, acting as lead legal business partner for two business units, implementing privacy by design while helping build a new business and bring a new SaaS solution to market. Mark has advised companies around the world at all stages, from Fortune 100 to startups, on global privacy compliance, product development, and go-to-market strategies.

Barbara Mendel Mayden practiced law for over 30 years, in Atlanta, New York and Nashville. She has been active in professional organizations, serving in such capacities as Chair of the Business Law Section of the American Bar Association and twice a member of the ABA's Board of Governors. Using the national contacts she and her […] The post Thought Leader Radio featuring Barbara Mendel Mayden with Young Mayden, LLC appeared first on Business RadioX ®.

“Miami is young enough that you can come in today with your amazing idea, in any sector, and leave a mark.” — Monique D. Hayes Today’s guest is Monique D. Hayes, partner at Goldstein and McClintock LLLP, where she practices business law, focusing on commercial transactions, business litigation, and corporate restructuring. Monique’s honors include 40 Under 40 Outstanding Lawyers of Miami-Dade County, IWIRC Rising Star Award, Top 20 Professionals Under 40 by Brickell Magazine, “Top Up And Comer” by Florida Trend Magazine, “Florida Rising Star” by Super Lawyers Magazine, and most notably, Monique received the Kathryn Heidt Award from the Business Law Section of the American Bar Association. Monique’s professional focus is centered on serving the law, social justice, innovation, economic development, and conscious capitalism.

A CEO’s Virtual Mentor Episode 12 Shareholder Activism – The Vulnerability Framework; Board Governance & Effectiveness; and a Conversation with WEC Energy Group CEO Allen Leverett Guests include: Chris Young, Managing Director and Head of the Contested Situations Group, Credit Suisse Allen Leverett, President and CEO of WEC Energy Tanuja Dehne, Corporate governance expert and independent director of publicly-traded companies.  If you haven’t joined us in a while, you may have missed the announcement that we formed two companies under Leadership Lyceum’s brand: Lyceum Leadership Consulting which provides executive and board of director’s search, board effectiveness review, and an array of services for successor development and board-readiness.  And Lyceum Leadership Productions which brings you this podcast. Segment I - a continuation of our discussion on Shareholder Activism with Chris Young from Credit Suisse. We will cover what Chris describes as The Vulnerability Framework. We will discuss the conditions that make a company particularly vulnerable to activism. Segment II - a conversation with Allen Leverett, President CEO of WEC Energy Group in Milwaukee. We will discuss how WEC has reshaped itself through M&A over the last 10 years into a vastly different company that serves 4.4 million customers across 4 states in the upper Midwest.  Segment III - a continuation of our discussion with Tanuja Dehne on impediments to boardroom effectiveness. Famous Last Words - In our last episode, Episode 11, we introduced a spot called Famous Last Words. We intersperse excerpts from MGM’s 1954 movie Executive Suite starring William Holden, Barbara Stanwyck, and Fredric March. For you utility enthusiasts, it also stars the PPL Building (Pennsylvania Power & Light) in Allentown, Pennsylvania as the exterior of the Tredway Corporation.  The plot backdrop -- Avery Bullard, President of the Tredway Corporation has died. But he never named a clear successor, so the Board members must choose. The most likely candidate is Loren Shaw, a skilled businessman with a high degree of financial acumen.  Their intense and consequential boardroom discussion will weave through our episode. Thanks for joining us.  We can’t improve without your feedback – write us through our website www.LeadershipLyceum.com and subscribe on iTunes.  See you next time.    Informative and Helpful Links  The Lyceum’s Well-Tuned Governance Model  https://www.leadershiplyceum.com/lyceum-board-effectiveness    Program Guide Episode 12 Shareholder Activism – The Vulnerability Framework; Board Governance & Effectiveness; and Conversation with Wisconsin Energy CEO Allen Leverett 0:30     Introduction to Lyceum’s brands and the podcast Episode 12  1:44     Introduction of Famous Last Words spot – MGM’s Executive Suite 3:47     Famous Last Words spot – MGM’s Executive Suite plot summary 2:35     Famous Last Words – Executive Suite 1/5 3:22     Break 1 3:36     Introduction to Segment I – Shareholder Activism with guest Chris Young, Managing Director of Credit Suisse on The Vulnerability Framework 7:20     Famous Last Words – Executive Suite 2/5 8:28     Break 2 8:41     Segment I (cont.): Chris Young of Credit Suisse 15:26   Famous Last Words – Executive Suite 3/5 17:17   Break 3 17:32   Wrap up of Segment I on Shareholder Activism and preview of next month’s Episode 13 with the final chapter in the series with Chris Young. 17:48   Introduction of Segment II: Interview with Allen Leverett, CEO of WEC Energy Group 27:28   Break 4 27:51   Segment II (cont.): Interview with Allen Leverett 41:30   End of Interview with Paul Bonavia 33:45   Break 5 34:06   Segment II (cont.): Interview with Allen Leverett 37:03   End of Interview with Allen Leverett 37:08   Famous Last Words – Executive Suite 4/5 38:22   Break 6 38:35   Introduction to Segment III – Corporate Governance and Board Effectiveness, a continuation of our discussion with Tanuja Dehne on impediments to boardroom effectiveness. 45:34   End of Segment III and preview of next month’s Episode 13 with Tanuja Dehne 45:45   Conclusion of Famous Last Words with Executive Suite 5/5   Biographies of Guests Mr. Chris Young  Chris Young has been Managing Director and Head of the Takeover Defense Practice at Credit Suisse AG and Credit Suisse Group since June 1, 2010. Until May 2010, Mr. Young served as the Director of M&A and Proxy Fight at Institutional Shareholder Services (ISS). While at ISS, Mr. Young was responsible for analyzing contentious M&A transactions, proxy fights and corporate governance issues and providing proxy voting and tender offer recommendations for ISS institutional investor clients. Mr. Young also helped to facilitate a constructive dialogue between ISS institutional investor clients and senior executives and directors of public companies in the US and Europe. Mr. Young is regarded as a leading authority on contested M&A transactions and shareholder activism. Prior to ISS, Mr. Young was a member of the investment banking group at Bear Stearns and the M&A group at Sullivan & Cromwell. Mr. Young is a CFA charter holder, received his JD, magna cum laude, from Boston University and his BS from Georgetown University.   Mr. Allen Leverett Allen Leverett was named president of WEC Energy Group in June 2015 and chief executive officer in May 2016. He was appointed to the board of directors in January 2016. Leverett had served as president of Wisconsin Energy Corporation since August 2013, as well as president – Wisconsin, Michigan and Minnesota, with responsibility for business operations of the company’s utilities in those states. Previously, Leverett served as president and chief executive officer of We Generation, the company’s power generation group, since March 2011, with overall responsibility for the company’s electric generation portfolio, fuel procurement, environmental compliance and renewable energy development strategy. He joined Wisconsin Energy in 2003 as chief financial officer. In May 2004, he was named executive vice president and chief financial officer of Wisconsin Energy and We Energies. Prior to joining the company, Leverett served as chief financial officer and executive vice president of Georgia Power in Atlanta, Georgia. Before that, he was vice president and treasurer of Southern Company Services, with overall responsibility for financial planning and analysis, capital markets and leasing, treasury and investor relations. Previously, he held a variety of positions in transmission planning, integrated resource planning, strategic planning, wholesale marketing and finance. Leverett earned his bachelor’s degree, summa cum laude, in electrical engineering and mathematics from Vanderbilt University, Nashville, Tennessee. He also earned a master’s degree in electrical engineering from Stanford University, Palo Alto, California, and a Master of Business Administration degree with a finance concentration from Auburn University, Auburn, Alabama. Leverett is a director of American Transmission Co., non-executive chairman of Church Mutual Insurance Co., and a member of the board of directors of the Electric Power Research Institute (EPRI) and the Edison Electric Institute (EEI).   Ms. Tanuja Dehne Tanuja Dehne is a public company director and former C-level executive of NRG Energy, Inc., a Fortune 250 power company. Tanuja brings perspective and experience from her cross-disciplinary roles to the C-suite and board room. She is a purpose-driven leader, cultivator of talent and proven strategist. She is an award winning corporate attorney, human resources professional and community volunteer who thrives when making a positive difference in the lives of others. During her tenure at NRG Energy, Inc., Tanuja had increasingly expansive roles: initially the company’s securities and finance lawyer, then Corporate Secretary and lead M&A attorney, before becoming the head of Human Resources. Ultimately, in her role as EVP, Chief Administrative Officer and Chief of Staff, she oversaw the company’s Human Resources, Information Technology, Communications, Marketing and Sustainability departments, the company’s charitable giving program, M&A integrations, as well as the construction of NRG’s sustainable corporate headquarters in Princeton, New Jersey. Tanuja also served as a sponsor, coach and “internal angel investor” of interdisciplinary innovation teams, including the team that created the “Path to Luma,” an environmentally conscious puzzle game launched in August 2015 with record breaking downloads in the Apple and Google stores. Tanuja is a director of Advanced Disposal Services (NYSE: ADSW) and Granite Point Mortgage Trust, Inc. (NYSE: GPMT), and Board Trustee of the Geraldine R. Dodge Foundation, HomeFront of New Jersey and Young Audiences New Jersey and Eastern Pennsylvania. She is a frequent speaker on topics including leadership, corporate governance, and the intersection of the law and human resources. She received a B.A. from Lafayette College, Master’s in Political Science from the University of Pennsylvania, and Juris Doctor from Syracuse University College of Law. Ms. Dehne’s Upcoming Speaking Engagements: September 14, 2017: ABA Annual Meeting of Business Law Section in Chicago: Driving Boardroom Diversity:  An Inside Look at What’s Important and What’s Next October 2, 2017: NACD Annual Global Summit, National Harbor, MD:  Compensation Board Committee Forum October 25, 2017: BSR Annual Conference 2017 - How Businesses Lead in Los Angeles: “Engaging Boards: Making a Case” - engaging boards on sustainability issues   Host Mr. Thomas B. Linquist Your host Thomas B. Linquist is the Founder and Managing Partner of Lyceum Leadership Consulting and Lyceum Leadership Productions. Over his 15 years in management and leadership consulting he has served a wide array of industrial clients.  This includes leadership assessment and search for chief executive officers, chief financial officers, chief operating officers and boards of directors.  He holds an MBA from the University of Chicago and over his 25-year career has served in a variety of roles: as an engineer with Shell Oil Company, a banker with ABN AMRO Bank, and as treasurer was the youngest corporate officer in the 150+ year history at Peoples Energy Company in Chicago.  He is an expert on hiring and promotion decisions and leadership development.  Over the course of his search career, he has interviewed thousands of leaders.  Please subscribe to the Leadership Lyceum in the podcast section at iTunes which will enable future content to come to you automatically. Rate us and spread the word among your fellow executives and board colleagues.   Subscribe to the podcast at iTunes: https://t.co/a70rtSiQnW or SoundCloud: https://soundcloud.com/thomas-linquist Follow Leadership Lyceum on:          Our website: www.LeadershipLyceum.com          LinkedIn: https://www.linkedin.com/in/thomas-linquist-682997          Twitter: @LeaderLyceum https://twitter.com/LeaderLyceum          Email us: info@LeadershipLyceum.com Please subscribe to the Leadership Lyceum at iTunes which will enable future content to come to you automatically.  Rate us and spread the word among your fellow executives and board colleagues.    Program Disclaimer The only purpose of the podcasts is to educate, inform and entertain. The information shared is based on the collection of experiences of each of the guests interviewed and should not be considered or substituted for professional advice. Guests who speak in this podcast express their own opinions, experience and conclusions, and neither The Leadership Lyceum LLC nor any company providing financial support endorses or opposes any particular content, recommendation or methodology discussed in this podcast.   This podcast Leadership Lyceum: A CEO’s Virtual Mentor has been a production of The Leadership Lyceum LLC. Copyright 2017. All rights reserved.

The Dueling Dragons of Orlando Dragon Boat Team is a partnership between at risk teens and police officers from the Orlando Police Department who team up in a cooperative and competitive boat racing event. The kids come from programs like City’s Operation Positive Direction, Parramore Kidz Zone, and the City's Families, Parks and Recreation Department. Both police officers and kids participate as volunteers in the racing program. Dragon Boats have 20 seats, 41 feet of hull, and require 21 people to paddle. The premise is simple: only by working together will the racers get from point A to point B. In this Special Report, host Laurence Colletti sits down with Andrea Eliscu, founder of Dueling Dragons of Orlando, which was the subject of her presentation at the Business Law Section and International Law Section Joint Luncheon during the 2016 Annual Florida Bar Convention. Since the inception of her program, no participating kid has been arrested, lowered their GPA, or dropped out of school. In addition, no participating officer has been accused of misusing their power while performing their duties as a peace officer. Financially managed by The Orlando Community and Youth Trust, a 501(c)(3) nonprofit organization, Dueling Dragons of Orlando is funded by many generous contributions both in time and money. These donations are used to put on racing events and provide meals to participating kids on practice/competition days. Charitable mentions: Harris Rosen NeuroSpine Institute (Dr. Robert Masson) Edyth Bush Charitable Foundation BB&T Bank (They also let the kids job shadow with a banker) TrakMedia Solutions Nob Hill Walt Disney World Universal Studios Frank Santos Susan Potter Norton Special mentions for police guests called to service: City of Orlando Chief of Police John Mina Evelyn Aponte (administrative specialist to the Chief) Andrea Eliscu is the founder of Dueling Dragons of Orlando, a boat racing program which pairs at risk kids and police officers together in a cooperative activity designed to bring peace and understanding to its participants. Ms. Eliscu is a registered nurse and medical marketing specialist with decades of healthcare experience. She founded Medical Marketing Inc. and serves as its president where she provides leadership and guidance to its clients and serves as a resource to local and national industry trade organizations and media on health care related issues.

Whether you can’t attend the 2015 ABA Business Law Section Spring Meeting in San Francisco or you are attending and still trying to figure out your schedule, we’re giving you a preview of the topics being covered by host Pete Ladig and others on Saturday, April 18, at 10:30 AM in their CLE panel titled 50 Ways to Leave Your Lover, err .. Business Partner: The Essentials of Business Divorce in Privately Held Entities. We’ll review the various aspects of Business Divorce, and hopefully entice you to attend to hear Kurt Heyman, Melissa Donimirski, Eric Milby, Michaela Battista Sozio and Vice Chancellor Donald F. Parsons, Jr. of the Delaware Court of Chancery discuss the issues in more detail. Follow @DECorpCast for conference updates, or contact us at CorpCast@morrisjames.com with questions or comments. We would love to hear from you!

JULIE Shavalier, is the founder and CEO of Shavalier Law Visionary Virtual Counsel, an Internet-based law practice designed to provide legal support to entrepreneurs and businesses. After stepping away from her work in corporate litigation support relating to Asset-Backed Securities, Julie embarked on a number of entrepreneurial ventures in the field of health and wellness. Through these ventures, Julie and her partners observed a lack of affordable and accessible legal services for entrepreneurs seeking to establish and protect their entities, as well as a desire for more streamlined and modern representation. Shavalier Law was created as a solution to this problem. Julie is an attorney in the states of New York and Florida and an active member of the Business Law Section of the New York State Bar Association. She was honored to have been recognized at the 2013 Brooklyn State of the Borough Address for her pro bono efforts on behalf of the victims of Hurricane Sandy and the Brooklyn Bar Association’s Volunteer Lawyer Project.   See her beautiful infographic show notes, plus her top tips and advice for entrepreneurs and aspiring entrepreneurs at www.TodaysLeadingWomen.com or by clicking here!

Law professor Joan MacLeod Heminway critiques Conscious capitalism: liberating the heroic spirit of business by John Mackey and Raj Sisodia. Professor Heminway remarks, "There has been a longstanding debate in business and legal circles about whether corporations exist solely or primarily to maximize shareholder wealth or whether the corporate form serves—or even is permitted to serve—a larger purpose. Conscious capitalism engages this debate and encourages a more broadly inclusive definition of the corporation—of capitalist business enterprises as a whole—that involves deliberate business choices made to serve a more wide-ranging set of objectives." Joan MacLeod Heminway is the W.P. Toms Distinguished Professor of Law at The University of Tennessee College of Law; a fellow of the Center for Business and Economic Research, the Center for the Study of Social Justice, and the Center for Corporate Governance; and serves on the Executive Committee of the Business Law Section of the Tennessee Bar Association. (Recorded May 21, 2014)

Andrew B. Serwin is the founding chair of the Privacy, Security, and Information Management Practice and is a partner in the San Diego office of Foley & Lardner LLP. He is a member of the Intellectual Property Litigation, Information Technology and Outsourcing, General Commercial Litigation, and the Trademark and Copyright Practice Groups. He is also a member of the Venture Capital, Emerging Technology, Life Sciences, and Health Care Industry Teams. Mr. Serwin has extensive experience in privacy and security matters, including state, federal and international restrictions on the use and transfer of information, security breach compliance, incident response, marketing restrictions, and the drafting and implementation of privacy and security policies. Mr. Serwin also advises media and Internet companies regarding online contracting issues, licensing issues, domain name issues, and intellectual property issues, as well as litigation resulting from information security incidents. Mr. Serwin has unique experience in representing start-up and Internet companies because he served as President and General Counsel of an online political magazine, InPolitics.com. Mr. Serwin has broad experience in technology and business law, including corporate finance, partnership law, securities, e-commerce, software development and licensing, intellectual property licensing and protection, manufacturing and distribution arrangements, joint ventures, information technology transactions, as well as real estate transactions. He has also advised hedge funds and broker dealers in a variety of transactions. Mr. Serwin's litigation practice includes unfair competition matters; intellectual property litigation; corporate governance disputes; complex commercial litigation; e-commerce matters; partnership disputes and real property matters. He is the author of "Information Security and Privacy: A Practical Guide to Federal, State and International Law", a 2,000 page treatise that examines all aspects of privacy and security laws, published by Thomson-West. Mr. Serwin is also the author of the "Internet Marketing Law Handbook", also published by Thomson-West, which covers topics such as privacy and security, commercial e-mail laws, spyware and unfair competition law. He is also the author of West's Corporate Counsel's Primer on International Privacy and Security (July 2007), the advertising section of the "ABA Model Web Site: A Knowledge Management Approach to E-Business Model Web Site" that provides guidance on "best practices" for Internet issues, as well as Co-Chair and principle author of the Privacy and Security Section of the ABA's new publication, "Selling Products and Services and Licensing Software Online: An Interactive Guide With Legal Forms and Commentary to Privacy, Security and Consumer Law Issues", (June 2007). Mr. Serwin was recently appointed to the privacy and the legal subcommittees of the Privacy & Security Advisory Board of the California Health and Human Services Agency by the California Office of HIPAA Implementation. The committee is charged with developing standards for California's Interoperable Health Information Exchange for electronic health information, which includes creating and adopting a process to develop and set overall standards, overseeing the coordination, analysis, and promulgation of privacy and security requirements for the Health Information Exchange, researching and developing model contracts and related documents, and providing guidance regarding the interaction of HIPAA and California law. He is also a member of the San Diego Chapter of the San Diego FBI Infragard Group, an organization dedicated to promoting ongoing dialogue and timely communication between information technology companies and the FBI. As a member, he receives daily, non-public briefings on information security and other threats, including early warnings about new attacks on financial services companies or healthcare providers. He was also recognized as a "Southern California Super Lawyer" in 2007 and 2008, is AV-rated by Martindale Hubbell, and was previously identified as one of the leading intellectual property attorneys by the Daily Transcript in its 2005 "Top Attorneys List." He is also the former Co-Chair of the California State Bar's Cyberspace Law Committee, and the former chair of the San Diego County Bar Association's Web site Committee from 2002-2004. Mr. Serwin is also a frequent presenter and commentator on technology and legal matters. He is also a columnist for The Daily Transcript on technology issues. Mr. Serwin also serves on the editorial board of Thomson-West's Cyberspace Lawyer, as well as the Privacy and Information Law Report. He is also a member of the Publications Board of the Business Law Section of the American Bar Association. (619) 685-6428 www.FOLEY.COM