In keeping with the University of Michigan Law School’s long-standing tradition of serving as a global leader in law, the International Transactions Clinic (ITC) was first in the world when launched in the fall of 2008. Five years later, the ITC, with its exclusive focus on cross-border transactions, is still the only law clinic of its kind.
During its first five years, the ITC provided its experiential learning opportunity to nearly 80 law students, who, in turn, advised live clients in the conduct of more than 100 transaction matters around the globe—from Kenya to Tajikistan. These clients ranged from for-profit to not-for-profit organizations, from start-up companies to well-established businesses, and from impact investors to social enterprises. What these clients, and all ITC clients hold in common, however, is an international focus and passion for improving the world with innovative business models, products, and services. Together the ITC’s student attorneys and clients are proving that it is possible to do good by doing deals—globally.
The five-year anniversary of the ITC, held on Sept. 12, 2013, gave us an opportunity to celebrate the many accomplishments of ITC clients, faculty, alumni, and, most of all, law students. We say we launched a new law clinic in 2008, but we also launched a new community—a community working together to make the world a better place.
The State Bar of Michigan International Law Section (SBM-ILS) is proud to have celebrated its 25th year “silver” anniversary jointly with the ITC. Made up of practicing lawyers and law students, the ILS shares a focus and passion for promoting the understanding and practice of international law in Michigan. With more than 460 members, the ILS and its members are working every day with clients, with Michigan-based government, non-profit, law school, and international community members, and with other internationally minded Michigan- and global-based leaders to support the ongoing globalization of Michigan’s economy.
Introductory Remarks1:30-1:45 P.M.
Panel 1: Growing the Next Generation of International Deal LawyersLessons Learned from the ITC's First Five Years1:45-3:00 P.M.
Moderator: Richard G. Goetz, Senior Counsel, Dykema Gossett PLLC; SBM-ILS, Past Section Chair, and Co-Chair, Emerging Nations Committee
Coffee Break, 3:00-3:15 P.M.
Panel 2: Doing Good by Doing DealsThe Art of Lawyering Deals that Generate Social and Financial Returns (At Home and Abroad)3:15-4:15 P.M.
Moderator: David B. Guenther, '99, Partner, Conlin, McKenney & Philbrick, P.C.; Chair-Elect, SBM-ILS, 2013-2014; Adjunct Clinical Assistant Professor, Michigan Law
Commentator: Rette Lopp, Assistant General Counsel, Overseas Private Investment Corporation
Coffee Break, 4:15-4:30 P.M.
Panel 3: Structuring Graceful ExitsHow to Structure Equity Exits from Double Bottomline Enterprises4:30-5:30 P.M.
Moderator: Bruce Thelen, '77, Member, Dickinson Wright; SBM-ILS, Past Section Chair
Commentator: Bob Bragar, former General Counsel of Oikocredit, The Netherlands
Closing Remarks and Keynote Speaker5:30-6:15 P.M.
Moderator: Michael S. Barr, Professor, Michigan Law
Keynote Speaker: Rachel Robbins, former General Counsel, IFC
SBM-ILS 25th Anniversary Cocktail Reception, 6:30-8:00 P.M.University of Michigan Museum of Art (UMMA)525 S. State StreetHosted by the SBM-ILS
Bruce Tuchman, President of AMC Global Channel/Sundance InstituteBruce Tuchman is the president of AMC/Sundance Channel Global, AMC Networks’ international division. As a member of the company’s senior team, Tuchman leads the strategic expansion of the company’s global business, including the distribution, programming and marketing of Sundance Channel. Prior to joining AMC Networks, Tuchman served as President of MGM Worldwide Networks, a division of Metro-Goldwyn-Mayer Studios, Inc. He serves as the Chairman of the London School of Economics Centennial Fund, and sits on the National Council for the University of Michigan Musical Society. He earned his JD from the University of Michigan Law, MA from the London School of Economics, and BA from Boston University. More ...
A. Reed Newland, Chair, State Bar of Michigan-International Law Section, 2013-2014A. Reed Newland was born and raised in Panama and Mexico, and has also lived in Madrid, Spain and Buenos Aires, Argentina. He has practiced “international”, general corporate, and commercial law for 30 years in both private practice and in-house. Today, Newland serves as Assistant Corporate Counsel and Assistant Secretary of Plastipak Packaging, Inc. He graduated from Stanford University, and received his JD from The University of Houston Law Center, where he was an Associate Editor on the Law Review. Newland also holds an Executive MBA from Rice University.
Deborah Burand, Clinical Assistant Professor and Director, ITCDeborah Burand is a clinical assistant professor of law at the University of Michigan where she teaches in the area of impact investment lawyering and directs the International Transactions Clinic, which she cofounded in 2008. Prof. Burand is also a member of the faculty of The Boulder Microfinance Training Institute in Turin, Italy. In 2010-2011, she took a leave of absence from the Law School to serve as general counsel to the Overseas Private Investment Corporation, and has been a consultant to the Bill and Melinda Gates Foundation, Omidyar Network, and Consultative Group to Assist the Poor, among others. Prof. Burand received her JD/MSFS from Georgetown University and BA from DePauw University.
Richard G. Goetz, ModeratorRichard G. Goetz leads the International Practice Group of Dykema Gossett PLLC in Detroit. This interdisciplinary group helps meet the evolving legal needs of clients in a global economy whether they are entering the United States from abroad or pursuing opportunities outside the U.S. He regularly counsels clients regarding compliance with the Foreign Corrupt Practices Act, anti-boycott, economic sanctions, export controls, and other U.S. laws governing individuals and entities doing business abroad. Goetz joined Dykema following a 32-year career with Ford Motor Company where he served as Associate General Counsel-International, responsible for legal matters affecting the company's international operations and providing strategic advice and counsel to senior company management. He received his JD from the University of Illinois and BA from Southern Illinois University.
Luis E. Avila, PanelistLuis E. Avila focuses his practice on employment, labor, and immigration matters. Avila has a wide range of employment law experience, including employment litigation defense and traditional labor issues. His immigration experience includes employment and family-based nonimmigrant and immigrant petitions, as well as citizenship and asylum matters. Avila frequently presents and writes on both employment and immigration issues. He has worked for the United Nations Office of the High Commissioner for Human Rights in Switzerland, the American Civil Liberties Union of Michigan, and JP Morgan Chase. He received his JD from the University of Michigan Law and BA from Calvin College.
Kevin S. Henderson, PanelistKevin S. Henderson joined Cooley LLP in 2012 as an associate in the San Diego office, where his practice includes public and private securities offerings, mergers and acquisitions, and other general corporate matters. Prior to joining Cooley, Henderson was an associate in the London and New York offices of Cravath, Swaine & Moore LLP, where his practice focused on high yield debt offerings, and mergers and acquisitions. He is also fluent in Portuguese and has lived in Brazil. He received his JD from the University of Michigan Law and a BA from Brigham Young University.
Richard Thompson, PanelistRichard Thompson was a clinician in the ITC in 2010-2011. After graduating magna cum laude from Tulane University, Thompson taught high school students English in Indonesia under a Fulbright fellowship and worked at the United Nations Office on Drugs and Crime in Peru prior to beginning law school. He has worked at the International Development Law Organization in Italy and the Rural Development Fund in Kyrgyzstan. At the Ross School of Business, he was an analyst for the Social Venture Fund. Thompson now works at the Federal Reserve Bank of New York supervising systemically important financial institutions. He received his JD and MBA from the University of Michigan.
Nicholas Pedersen, PanelistNicholas Pedersen is an associate in the corporate group of Honigman Miller Schwartz and Cohn’s Detroit office. He focuses his practice on representation of private equity firms in M&A transactions, and also performs public company work, including representation of an issuer in an IPO and on-going securities compliance work. Pedersen was a summer starter at Michigan Law and participated in the International Transactions Clinic for three semesters as a clinician and advanced student clinician. Pedersen received his JD from the University of Michigan Law and BA from U-M-Dearborn.
Kelley Bledsoe, PanelistKelley Bledsoe is a JD candidate at the University of Michigan Law School and a student in the International Transactions Clinic, where she will continue as an advanced clinician in the fall. Prior to enrolling at Michigan Law, Bledsoe worked as an intern for the Global Health Council and U.S. Citizenship and Immigration Services, and, as a Fulbright Fellow, attended National Kaohsiung Normal University where she studied Mandarin Chinese. While at Michigan Law she has worked both as a judicial intern in the D.C. Superior Court and, most recently, as a summer associate at Pillsbury Winthrop Shaw Pittman LLP. Bledsoe received her BA from Agnes Scott College.
Carl Valenstein, CommentatorCarl Valenstein is a domestic and international corporate attorney. He is currently a partner with the Washington, D.C., firm Bingham McCutchen LLP, where he focuses on domestic and international corporate and securities, mergers and acquisitions, project development, and asset finance. In addition, he advises clients on international risk management, including compliance with foreign investment review, export control and sanctions, anti-money laundering, anti-boycott and anti-corruption laws, and regulations. Valenstein is also an adjunct clinical assistant professor with the International Transactions Clinic at Michigan Law. He received his JD from the University of Michigan Law and a BA from Yale University.
Timothy L. Dickinson, CommentatorTimothy L. Dickinson is a partner in the Washington, D.C., office of Paul Hastings LLP and an adjunct clinical assistant professor at Michigan Law, where he works with the International Transactions Clinic and serves on the board of the Center for International and Comparative Law. His practice is devoted primarily to international commercial matters, as well as assisting with commercial transactions involving joint ventures and the establishment of operations for U.S. companies overseas. He earned a JD and BA at the University of Michigan, an LLM at Columbia University, and studied at the Hague Academy of International Law in the Netherlands and L'Université d'Aix-Marseille in France.
David B. Guenther, ModeratorDavid B. Guenther is a partner at Conlin, McKenney & Philbrick, P.C. in Ann Arbor, Michigan. Guenther's practice focuses on U.S. and international mergers and acquisitions, financing, corporate governance, and succession planning for privately held companies. He was an associate with Sullivan & Cromwell LLP in New York and Frankfurt from 1999-2004 and has taught as an adjunct clinical assistant professor in the International Transactions Clinic at Michigan Law since 2010. Guenther earned a JD from the University of Michigan Law School, MA from Duke University, and BA from Kenyon College.
Jonathan Ng, Ashoka; PanelistJonathan Ng oversees Ashoka’s in-house legal matters for its global headquarters located in the Washington, D.C., metro area and works with Ashoka’s 33 country offices on matters related to corporate governance. Prior to joining Ashoka, Ng was at White & Case LLP in New York as a member of the energy, infrastructure and project finance practice group. While at his firm, he also served as a UN legal representative for a permanent observer mission (AALCO) during general assembly and Sixth Committee meetings at the UN headquarters, advised the Kingdom of Bhutan on all aspects of the formation of its foundation in the U.S., and participated in a corporate secondment with the general counsel at The Legal Aid Society of New York. He graduated from the University of Notre Dame Law School and the University of Kansas.
Lubna Elia, Root Capital; PanelistLubna Elia oversees Root Capital's legal, governance, and compliance functions as the Senior Director of Governance & Compliance. She has 12 years of experience in the nonprofit and social enterprise sectors, having previously led resource development at Design that Matters in Cambridge, Massachusetts, and served as director of development at Teach for America-Houston. She also spent three years as a Campus Minister at the University of Houston Catholic Newman Center before pursuing an MA in international relations from Boston University. Elia holds a BA in humanities honors from the University of Texas at Austin where she specialized in economic development.
Aaron Lewis, Habitat for Humanity International; PanelistAaron Lewis currently serves as Associate General Counsel for Habitat for Humanity International, Inc. In addition to performing Habitat's in-house counsel work, Lewis has worked on corporate sponsorships, international governance, international compliance and training, and the MicroBuild Fund. As primary in-house counsel on MicroBuild, Lewis helped launch an innovative $50 million international housing microfinance facility using funding from U.S. government debt financing, and private and PRI equity participants. Lewis earned his BA from the University of Michigan and JD from the University of Georgia.
Madison Ayer, Farm Shop and Honey Care Africa; PanelistMadison Ayer is the chairman and CEO of Honey Care Africa in Kenya as well as the chairman and cofounder of Farm Shop, a non-profit Kenyan Trust. He was elected an Ashoka Rural Innovations Fellow in 2011. Joining a venture capital firm at age 19, Ayer focused on analyzing information technology startups. While working at the firm, Ayer recognized a problem of families in the U.S. being unable to get loans or to refinance their mortgage because they had artificially low credit ratings. To solve the problem, he started a credit restoration business to help people clean up their credit histories. After growing this business and another to monitor for and prevent consumer identity theft, Ayer turned his attention to more fundamental social problems in the developing world.
Gillian Henker, Design Innovations for Infants and Mothers Everywhere Inc.; PanelistGillian Henker is a cofounder and president of Design Innovations for Infants and Mothers Everywhere Inc. (DIIME) and leads the product development of Hemafuse. Within the Global Health Specialization program at Michigan, she traveled with a team of peers to Kumasi, Ghana, where they conducted interviews and observations in the local teaching hospital. She founded DIIME with several others in May 2011 to continue their work with the clinicians in Kumasi, Ghana in order to commercialize impactful technologies. Henker holds a Bachelor's of Science and Engineering from the University of Michigan in mechanical engineering and a minor in multidisciplinary design.
Rette Lopp, Overseas Private Investment Group; CommentatorRette Lopp is an Assistant General Counsel at the Overseas Private Investment Corporation (OPIC), the U.S. government’s development finance institution. She has worked at OPIC since January 2010. Lopp began her legal career as a corporate attorney at Akin, Gump, Strauss, Hauer & Feld, L.L.P. and later moved to Hogan & Hartson LLP (now Hogan Lovells) where she worked as a corporate and finance attorney for over 10 years. Lopp attended Duke University School of Law where she received her law degree as well as a Masters of Law in International and Comparative Legal Studies.
Bruce Thelen, ModeratorBruce Thelen is a member of Dickinson Wright PLLC in Detroit, where he chairs the international practice team. Thelen represents clients throughout the world in many industries including cross-border acquisitions and direct investments, joint ventures and strategic alliances, distribution, marketing and licensing arrangements, cross-border debt financing and trade finance, customs and international trade, and international regulatory compliance. He has held numerous positions in civic and professional organizations and, since 1995, has served by appointment of the U.S. Secretary of Commerce on the Michigan District Export Council. Thelen earned his JD from the University of Michigan Law and BA from Michigan State University.
Alycia Kellman, Grassroots Business Fund; PanelistAlycia Kellman is Grassroots Business Fund's (GBF) Acting Vice President of Legal, Compliance & HR, providing legal support for the entire scope of GBF activities. She helps to structure investment transactions and drafts all investment, grant, consulting, and cooperation agreements to implement GBF deals. She also serves as GBF’s compliance and risk officer. Prior to GBF, she was the U.S. Director for the Institute for Democracy in Africa, consulted on microfinance regulatory issues for the Foundation for International Community Assistance, and worked as an international project finance attorney at Dewey & LeBoeuf, LLP. She earned a JD at Georgetown University, MA at the University of Witwatersrand, and BA at Yale University.
Miguel Granier, Invested Development; PanelistMiguel Granier is the founder and managing director of Invested Development (ID), a Boston- and Nairobi-based impact investment management firm. Founded in 2009, ID is funds startups that are committed to serving the world’s underserved markets. In 2011, ID launched the BSP Fund, a seed-stage equity fund for mobile/ICT, alternative energy, and agriculture technology startups. To date, the BSP Fund has made 13 investments across eight countries. After seeing the working capital strain that startups face in emerging markets, ID responded with the Impact Factoring Fund (IFF) in 2012. The IFF provides working capital to growth-stage technology companies in emerging markets. Granier holds a master’s degree in City and Regional Planning from the Georgia Institute of Technology.
Beau Seil, Unitus Impact; PanelistBeau Seil is cofounder and managing partner of Unitus Impact (UI), where he steers investment strategy and leads international transaction processes. Prior to UI, Seil was a Principal at Capital Impact and Montara Point Investments, where he worked extensively on the Sorenson Housing Opportunity Fund&mdashl;an affordable housing fund in India—led outreach in China, and assisted with investment and management activities in venture leasing, microfinance, and impact investing. Seil monitors UI’s investments in Micro Benefits and MobiVi, and is on the board of Kinara Capital and RUMA. He holds a JD/MBA-Finance and BS from Brigham Young University.
Caroline Kahn, IFC; PanelistCaroline Kahn is a chief counsel and the Global Lead Counsel for Transportation in the International Finance Corporation’s (IFC) legal department in Washington, D.C. Kahn has been involved in a variety of project financings in the transportation, telecommunications, agribusiness, and capital markets sectors. Prior to joining the IFC, she worked for 10 years with White and Case in the Paris, New York, and Hanoi offices, focusing on project financing, acquisition financing, aircraft financing, and joint ventures. She holds a joint degree of French and English law from the Universities of King’s College London and Paris I - Pantheon Sorbonne and an LLM from New York University School of Law.
Bob Bragar, formerly of Oikocredit; CommentatorBob Bragar is an international lawyer with many years' experience advising impact investors on ways to manage legal risk, legal compliance, ways to structure investments, workouts and troubled placements, and governance. He currently advises a variety of leading impact investors. At Oikocredit International, one of microfinance’s largest investors, Bragar has served as General Counsel, Head of Legal, and member of the credit committee. He is also the creator of www.LocalVoice4Development.org, a webinar series dedicated to reducing global poverty by listening to local leaders on microfinance and other issues. He earned his JD from the George Washington University Law Center, MA at the Fletcher School of Law and Diplomacy, Tufts University, and BA from New York University.
Michael S. Barr, ModeratorMichael S. Barr has been a professor at Michigan since 2001, teaching a number of finance law courses and cofounding the International Transactions Clinic. While on leave from 2009-2010, Barr served as the U.S. Department of the Treasury's Assistant Secretary for Financial Institutions, and was a key architect of the Dodd-Frank Wall Street Reform and Consumer Protection Act. He is currently a nonresident senior fellow at the Center for American Progress and the Brookings Institution. Barr received his JD from Yale Law School, his MPhil from Magdalen College, Oxford University, as a Rhodes Scholar, and his BA from Yale University.
Rachel F. Robbins, formerly of IFC; Keynote SpeakerRachel F. Robbins is currently a member of the Board of New York University School of Law and a member of the Council on Foreign Relations. She was Vice President and General Counsel of the International Finance Corporation (World Bank Group) and a member of the Management Team from July 2008 through October 2012. Prior to joining IFC, Robbins was Executive Vice President, General Counsel and Secretary of the New York Stock Exchange and its parent, NYSE Euronext. She spent most of her legal career at JP Morgan & Co., where she concluded her 20 years of service as General Counsel and Corporate Secretary. She also served as General Counsel for Citigroup International and was a founding partner in an international management consulting company focused on the legal industry. She started her legal career at Milbank, Tweed, Hadley & McCloy. Robbins holds a JD from New York University School of Law and a BA from Wellesley College.
Highlights from the International Transactions Clinic's (ITC) first five years. Since its launch in fall 2008, the clinic has offered its unique, experiential learning opportunities to nearly 80 students, who, in turn, have advised live clients around the globe in the conduct of more than 100 transaction matters.
Learn how ITC student attorneys worked with the founders of Design Innovations for Infants and Mothers Everywhere Inc. (DIIME) to organize a for-profit corporation that generates financial and social returns. DIIME is dedicated to improving infant and maternal health disparities in the developing world through sustainable health care technologies.
Watch how the ITC worked with Habitat for Humanity International to create a “proof of concept fund” called MicroBuild that could draw investment into the sector and expand decent housing for the poor around the world. Creating MicroBuild was the most complex and largest deal of the ITC to date.
Learn how ITC student attorneys worked with the Los Angeles law firm Shaub & Williams LLP to create a lab agreement, and university joint venture and cross-licensing agreement, to assist Pilus Energy in implementing in China a highly innovative, proprietary technology for converting contaminants in water into energy.
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