Senior-level in-house corporate attorney with substantial experience in most aspects of in-house practice gained at a large financial institution. Expertise includes compliance/ethics, securities, contracts, governance, EEO and technology. Known for cultivating outstanding relations with internal and external constituents. |
SUMMARY
Senior-level attorney with extensive general corporate law experience that includes advising senior management on compliance issues, corporate affairs and securities laws. Diverse experience gained in one of the nation’s largest financial institutions and private law firm practice. Highly regarded by others for excellent people skills, customer focus and ability to work at all levels within an organization.
*Compliance *Employment and Immigration Law
*Corporate Governance *Technology
*Corporate Policies and Procedures *D&O Liability
EMPLOYMENT
FREDDIE MAC, McLean, VA 1987 – April 2004
Director- Compliance & Operational Risk
Securities Sales & Trading Group 2003-2004
Compliance and risk officer selected to start up new program for leading fixed income securities dealer. Recruited and managed staff of four professionals.
• Developed plans to implement programs in regulatory compliance, operational risk and Sarbanes-Oxley compliance for in-house securities dealer.
• Managed department-wide consulting project that benchmarked SS&TG’s compliance practices against those of leading Wall Street firms. Project produced the blueprint for building the compliance function.
Assistant General Counsel
Corporate Affairs Department, Legal Division 1989-2003
General corporate lawyer advising business units, support units and oversight departments.
• Addressed federal legal requirements to institute compliance training by developing and delivering compliance programs throughout the company, including: (i) “Avoiding Sexual Harassment in the Workplace”; (ii) “Freddie Mac’s Code of Conduct”; (iii) “Immigration Basics”; (iv) “Managing Within the Context of Fair Employment Laws”; (v) Contract Negotiations”; and (vi) “Respecting Other People’s Property: Intellectual Property, Licensing and Confidentiality”. Programs received same ratings as those delivered by external consultant. Training improved Freddie Mac’s ability to withstand claims and penalties under federal law and sentencing guidelines.
• Instrumental in transforming Freddie Mac’s employment practices program to a sophisticated level that was suited to a major public company.
• Negotiated and drafted complex software and technology licensing agreements, emphasizing protection of corporate proprietary information, management of operational risk through contract provisions and application of existing legal principles to new technologies.
• Developed specialties in contracts pertaining to electronic securities trading and outsourcing of core business processes with a significant technology component. Enabled Freddie Mac to transition from traditional methods of business to electronic commerce.
• Founded Freddie Mac’s immigration program, enabling company to hire more than 100 outstanding foreign workers. Qualified company as “research institute” under immigration rules, thereby permitting select individuals to obtain expedited permanent residency status. Awarded Legal Division’s highest honor for professional achievement based on this work.
• Negotiated novel approach for addressing indirect damage liability in vendor contracts. Clause was “tested” in first week of contract, resulting in immediate reimbursement to company of nearly $1,000,000 for indirect damages.
• Negotiated and executed source code license agreement with widely known data processing vendor within a period of three weeks, despite vendor having never agreed to this with any other customer. Agreement substantially improved Freddie Mac’s operational control and security position.
Counsel
Securities Law Department, Legal Division 1987-1989
Transactional and corporate governance attorney significantly involved in all aspects of the department’s practice during a time of fundamental corporate change.
• Instrumental in Freddie Mac’s transition from a government agency to a publicly held corporation, enabling the public to hold equity in one of the nation’s largest financial institutions.
• Prepared listing applications for New York and Pacific Stock Exchanges to enable shares of the company to be traded on the exchanges.
• Produced Freddie Mac’s first regular Proxy Statement in 1990 soliciting votes for Board of Directors.
• Assisted in set-up of Freddie Mac’s new corporate governance programs (e.g., managed Board of Directors and shareholder meetings; created Code of Conduct, interpreted and advised on new Bylaws and D&O liability; and drafted Board of Directors resolutions), enabling Freddie Mac to attract and retain services of country’s premier corporate advisers.
• Drafted offering circulars for Freddie Mac mortgage-backed, equity and debt securities, thereby raising billions in funding for the nation’s residential mortgage loans.
• Developed Freddie Mac’s securities laws compliance programs, bringing the company on a par with other public companies.
O’NEILL & HAASE, P.C., Washington, DC 1983-1987
Associate
Attorney developing the firm’s practice in the emerging field of financial planning.
• Advised broker-dealers on antifraud, net capital and reporting requirements under the securities laws and prepared private placement memoranda.
• Lectured to professional associations on regulatory compliance.
EDUCATION AND BAR ADMISSIONS
• J.D. with honors, the George Washington University
Member, Order of the Coif; graduated in top 10 percent of class
• B.A. with honors in Philosophy and Political Science, Grinnell College
Member, Phi Beta Kappa; Graduated in top 10 percent of class
• Admitted to practice in District of Columbia and New Jersey
• Candidate, Wharton School NASD Program for Certified Regulatory and Compliance Professionals, certificate expected October 2004 |
