The Corporate Paralegal: Building Core Skills

Agenda / Content Covered

All times are shown in Eastern time.

1. Assisting With Formations and Dissolutions
   1:00 - 2:00, Karen A. Tobin
   1. Overview: Formation Requirements by Organization Type
   2. Preparing Bylaws and Shareholder Agreements
   3. Preparing Partnership and LLC Operating Agreements
   4. S Corp Elections
   5. Dissolution Requirements
2. Recordkeeping and Ongoing Affairs
   2:15 - 3:15, Karen A. Tobin
   1. Tracking Internal and External Compliance Requirements
   2. Amending Governing Documents
   3. Minute-Keeping Best Practices
   4. Maintaining Real Property and Asset Records
   5. Obtaining Board and Shareholder Consents
   6. Maintaining Stock Ledgers and Shareholder Registers
   7. Assisting With the Sale, Transfer and Redemption of Stock
3. Due Diligence Essentials (M&A)
   3:15 - 4:15, Jonathan B. Wilson
   1. Overview: The Due Diligence Process and the Paralegal's Role
   2. Checklists and Tracking Methods
   3. Document Requests and Recordkeeping
   4. Assisting with Different Areas of the Investigation
   5. Closing Checklists and Document Assembly

Accreditation Details:

KAREN A. TOBIN is an attorney with SmithAmundsen LLC. Her exposure as a corporate liaison to three outside law firms in dealing with company formations, commercial lease negotiations, and working with governmental organizations relating to planning and development of real estate, intrigued her so much that she decided to become an attorney herself. Today, Ms. Tobin is a knowledgeable and respected attorney, assisting small and mid-sized companies in the areas of business formation, reorganization, and corporate maintenance. Ms. Tobin has immeasurable experience in maintaining business entity client files for corporations, limited liability companies, and partnerships. She routinely assists clients in the formation of new business entities; raising of capital through Regulation D and Regulation A; preparation of private placement memoranda and associated agreements; and is very familiar with the filing process of the Illinois Secretary of State, the Internal Revenue Service, and the Illinois Department of Financial and Professional Regulation. Ms. Tobin has in-depth knowledge and experience with not for profit corporate formation and qualification of tax exempt status with the Internal Revenue Service for both 501 (c)(3) and 501(c)(4) organizations. She is instrumental in qualifying organizations for Women Business Enterprise certification, Minority Business Enterprise certification, and Disadvantaged Business certifications, as well as annual recertification’s. Ms. Tobin has experience in small claims contract litigation, shareholder dispute settlement negotiation, and litigation involving breaches of fiduciary duty and fraudulent conveyance. Prior to her legal career, Ms. Tobin served as development director for a commercial and residential development company. She was directly responsible for the initial start-up of new residential and commercial developments, commercial leasing efforts, and monitoring advertising and promotional efforts. Included in her responsibilities were site selection, pro-forma analysis and due diligence, and rezoning, as well as proposal submissions to the City of Chicago of requests for qualifications (RFQs) and requests for proposals (RFPs) in the planned unit development process. Ms. Tobin received her B.S. degree from Indiana University and her J.D. degree from Loyola University School of Law.

JONATHAN B. WILSON is a partner with Taylor English Duma LLP, where he is a member of the firm's corporate and business practice group. He focuses his practice on corporate securities, corporate finance and governance, mergers and acquisitions, and intellectual property. Mr. Wilson represents Fortune 100, middle-market, and start-up companies, as well as both large and small companies outsourcing, patent licensing, distribution, and strategic alliance agreements. He founded the Renewable Energy Committee of the American Bar Association's Public Utility Section, and continues to chair that committee, writing and speaking frequently on renewable energy and clean technology development. Mr. Wilson is a member of the American Bar Association (chair, Renewable Energy Committee, Public Utility Section; member, Internet Industry Committee, Public Utility Section), as well as the State Bar of Georgia. He earned his B.A. degree, with honors, from the College of William & Mary and his J.D. degree from the George Washington University School of Law.