Legal Issues in Social Entrepreneurship and Impact Investing— in the US and Beyond
New York University School of Law Vanderbilt Hall, 40 Washington Square South, New York City May 23–24, 2017 Conference Participants Conference Organizers:
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she was a political associate with an global investment, including sell-side award-winning political media strategy equity and privatizations. Prior expe- firm in Washington, DC, where she was rience includes working at a Brazilian responsible for research and analysis of company in Bahia, Xerox of Brasil, congressional, gubernatorial, and may- Women’s World Banking in the early oral campaigns and elections; ballot days of microcredit, and at a Chicago Hdeel Abdelhady referenda; and corporate media. community center at a pilot women’s Principal, MassPoint employment program. [email protected] Abrams is an impact investing industry Hdeel Abdelhady brings to the table a pioneer and thought leader through unique skill set and perspective, both authorship of more than 20 publica- products of cross-practice experience: tions and participation in 12 industry large firm, independent, and overseas standards–setting groups including practice experience, and proven ability the inaugural Global Impact Investing to engage effectively with clients, Julie Abrams Network’s (GIIN) Impact Investing and Founder and Managing Director, client personnel, and colleagues across Reporting Standards (IRIS) Financial Impact Investing Analytics geographic, industry, cultural, and Services Working Group and the Julie Abrams is founder and managing hierarchical lines. Economist Intelligence Unit’s Expert director of Impact Investing Analytics, Panel on Financial Inclusion. Abdelhady has represented financial a consulting firm specializing in impact institutions in conventional and Islamic investing in domestic, emerging, and Abrams was a fellow at the Lauder transactions, compliance, and gover- frontier markets. Her work focuses on Institute of Management and nance matters; counseled companies equity and debt impact investment International Studies, where she and banks on compliance with anti-cor- transactions through the investment earned an MBA from Wharton in ruption, anti–money laundering, and life cycle, risk management, corpo- finance and entrepreneurial man- sanctions mandates; and represented rate governance, financial and social agement and an MA in international parties in international investment performance, strategy, and train- studies focused on Latin America from transactions and disputes involving ing. Abrams has been involved in the University of Pennsylvania. She is a emerging and developing markets. Her over $250 million in impact investing Certified Expert in Risk Management regional experience includes matters transactions in more than 35 countries. from the Frankfurt School of Finance involving the United States, the Middle She currently serves as senior invest- and Management, holds a BA from East, Africa, Latin America, and Europe. ment and due diligence consultant Oberlin College, and is fluent in In addition, she has served as in-house for ImpactUs, a FINRA broker-dealer Spanish and Portuguese. counsel (on secondment from law impact investing marketplace launch- firms) to banks in Washington, DC, ing in 2017. Abrams is also structuring and Dubai. and launching a new Brazil-focused equity impact investment fund. She is Abdelhady has collaborated with a board member of WAM International government entities, public-private and is an investment committee partnerships, and businesses on member of the MicroBuild Fund, an strategies to grow investment links OPIC Impact Award–winning proof-of- between the United States and foreign Stephanie Abramson concept global microfinance housing Co-Director, Business Law jurisdictions. Her Middle East experi- investment fund as an appointee of Transactions Clinic, ence includes post–Arab Spring rule the Omidyar Network. Abrams served NYU School of Law of law and economic development on the Calvert Social Investment [email protected] advisory matters. Foundation’s investment committee Stephanie Abramson is a 1969 grad- Before founding MassPoint, Abdelhady for 12 years. Previously, at PwC’s uate of New York University School practiced with two US-based inter- Strategic Management Services, she of Law, where she was an editor of national law firms, in Washington, consulted to Fortune 500 companies the Law Review and is a member of DC, and in Dubai. Before law school, and governments with a focus on
May 23–24, 2017 New York University School of Law #NYULawGrunin 1 Conference Participants
its Board of Trustees. She teaches the Alfaro Gómez actively promotes Before Elysian, Allwin worked in-house Business Law Transactions Clinic at the socially responsible investments and at GoldenTree Asset Management, Law School and is the director of Law the enhancement of the social business a multibillion-dollar distressed debt and Business Experiential Courses and ecosystem in Costa Rica. He is also hedge fund, and worked as a tax an adjunct professor. She has an exten- in charge of business development attorney at Ernst & Young. She has a sive and varied background in financ- for s.e.e.d., scaling its model to other specific sector focus in aiding clients ing transactions, corporate law, and jurisdictions. on implementing efficient cross-border transactional representation, as both tax-planning strategies and navigating Since 2016, EY Law and s.e.e.d. have outside counsel and as general counsel regulatory changes. partnered and jointly provided services to several global companies. to several players related to impact Allwin received her BA from Johns Abramson practiced corporate law at investing and the startup ecosystem Hopkins University and MBA in finance Cleary Gottlieb and Morgan, Lewis & in Costa Rica. Both parties are actively from the Wharton School of Business. Bockius. She has been executive vice working on optimizing synergies She also has a master’s in European president, general counsel, and sec- and opportunities for collaborating studies, and a JD and LLM in tax. retary of Young & Rubicam Inc.; chief together in the space. She is admitted to practice law in legal officer and chief corporate devel- Massachusetts and New York. Allwin Alfaro Gómez holds a Juris Doctor opment officer of Heidrick & Struggles currently serves on the Hedge Funds from the University of Costa Rica and International Inc.; and most recently Care Grants Review Board, the Choate an MBA from the University of Oxford, executive vice president and general Rosemary Hall Alumni Executive where he was awarded the Skoll counsel of DoubleClick Inc. (acquired Board, and the Akilah Institute for Scholarship. He is also a Global Shaper, by Google Inc. in March 2008). Women Board. part of the World Economic Forum community of young leaders.
José Miguel Alfaro Aviva Aminova Gómez Senior Corporate Counsel, Partner, s.e.e.d. Carolyn Kim Allwin Omidyar Network Co-Founder and Managing In 2009, José Miguel Alfaro Gómez Aviva Aminova works with Omidyar Director, Elysian Advisers launched s.e.e.d., a boutique firm Network’s investment team on struc- Carolyn Allwin is a co-founder targeted at impact investing, mainly turing investments and grants, con- and managing director of Elysian focused on covering all legal needs ducting due diligence, and reviewing Advisers, a boutique impact investing of startups, SMEs, social enterprises, legal documents. She provides general consultancy and think tank provid- NGOs, and impact investors ranging corporate counsel on legal issues ing strategic and financial advice to from high-net-worth individuals through including governance and investment foundations, investors, companies, institutional investors. He coordinates compliance, contract negotiation, and and organizations. Elysian’s mission legal affairs of outstanding ventures in maintenance of Omidyar Network’s is to propose practical, tailored, and various fields of the impact investing subsidiaries and related entities. measurable solutions to help its clients spectrum, such as sustainability, clean maximize their financial and social Before joining Omidyar Network tech, conservation, microfinance, fair returns. Allwin is also a social impact in 2011, Aminova was an associate at trade, culture, education, volunteering, investor, entrepreneur, and adviser to the law firm Fenwick & West, where health, sports, and development. early-stage companies. In 2013, she she advised technology startup com- launched Fertility Funds, a company panies on angel and venture capital supporting women seeking financing financings, mergers and acquisitions, for fertility treatments. and general corporate matters. She also provided pro bono legal support
2 Legal Issues in Social Entrepreneurship and Impact Investing—In the US and Beyond to local nonprofits and individuals seeking Violence Against Women Act (VAWA) visas.
Aminova earned a JD from Yale Law School, where she was an editor of the Yale Law Journal and the Yale Law and Policy Review. She also received a Amy Bailey Navjeet Bal Associate General Counsel, Vice President and General Counsel, BA in economics and political science Investment Funds, Overseas Social Finance from Stanford University, where she Private Investment Corporation Navjeet Bal is vice president and graduated Phi Beta Kappa. Amy Bailey is associate general coun- general counsel at Social Finance. sel, investment funds, at Overseas She is responsible for working with Private Investment Corporation (OPIC), the Social Finance team to develop where she oversees project attorneys and execute innovative financings working on all investment funds trans- that bring together the public, private, actions. Previously, she was an assistant and nonprofit sectors to promote general counsel, for which she acted solutions to social needs. She brings as a project attorney with respect to all over 25 years of experience as a public Madison Ayer of OPIC’s business lines, which include finance attorney and a public official Chairman, Honey Care Africa Structured Finance, SME Finance, to Social Finance. As bond counsel to and Farm Shop Investment Funds, and Political Risk the Commonwealth of Massachusetts [email protected] Insurance. She has been at OPIC and many public authorities through- Madison Ayer is the chairman of Honey for nine years. out Massachusetts and New England, Care Africa, an award-winning social Bal was responsible for structuring Before working at OPIC, Bailey was an enterprise that produces healthy innovative bond financings to address associate in the project finance depart- snacks across East Africa sourced from critical infrastructure needs. In addition, ments of two prominent international a sustainable supply chain of small- she represented the commonwealth law firms. She has worked on numer- holder farmers. He is also the chairman in negotiating and documenting its ous transactions in a variety of business of Farm Shop, a modern retail distribu- groundbreaking Pay for Success con- sectors, including power, airports, tion network for agricultural supplies tracts addressing juvenile justice and chemical manufacturing, financial with more than 60 locations across chronic homelessness. services, telecommunications, hotels, Kenya. He co-founded Bee Parks Trust, housing, agribusiness, education, and Bal served as the commissioner of a South African group managing hon- equipment leasing. Her experience revenue in Governor Deval Patrick’s eybee colonies within national parks with foreign jurisdictions includes many administration from 2008 through across Africa to advance conservation emerging-market countries. 2011. She was responsible for a goals. Before focusing on Africa, Ayer 2,000-person agency with three lines built two fintech businesses in the US, Bailey received her law degree from of business: Tax Administration, Child with IPO and private-equity exits. the University of Virginia School of Law, Support Enforcement, and the Division where she was an articles editor for the of Local Services. Virginia Journal of International Law. She received her BA in political science Bal has held many leadership positions from Creighton University. in legal, community, and professional organizations, including serving as a member of the Boston Bar Association Council, where she served on the Executive Committee from 2011 to 2014. She is a board member of the Legal Advocacy and Resource Center, a commissioner emeritus of
May 23–24, 2017 New York University School of Law #NYULawGrunin 3 Conference Participants
the Supreme Judicial Court’s Access Startups Act. She has spoken widely, to Justice Commission, and treasurer taught, and engaged in dialogue with of the Boston Public Market. Bal numerous stakeholders, including graduated from Williams College and non-US regulators, on the issue of Northeastern University School of Law. enhancing access to capital.
Before joining the SEC, Bham Julia Bell provided legal counsel to the World Associate, White & Case Bank’s Financial Market Integrity [email protected] Unit. She began her career in London, Julia Bell is an associate in the Energy, where for eight years she practiced Infrastructure, Project Finance, and as an associate and senior associate Asset Finance group and is located at the law firm Freshfields Bruckhaus Amélie Baudot in the New York office. Her practice Deringer, advising on global capital General Counsel and Company focuses on international and domestic raisings by issuers based in Europe, Secretary, Global Innovation Fund corporate and financing transactions, the Middle East, Latin America, and [email protected] with an emphasis on project and asset- Asia. During this time, she was also Amélie Baudot is the general counsel based financing and related capital seconded to the Equity Capital and company secretary of the Global market transactions in the aviation, Markets team of JP Morgan. Innovation Fund, a nonprofit fund oil and gas, power, and renewable Bham served as co-chair of the whose mission is to identify, fund, and energy sectors. American Bar Association’s International scale evidence-based innovations that Law Section 2017 Spring Meeting, measurably improve the lives of the as well as on the ABA Delegation world’s poor. She oversees legal mat- to Myanmar and Cambodia in 2014. ters across GIF’s operations and grant She is the inaugural chair of the and risk capital portfolio. As a mem- Government Lawyers Committee of ber of the senior management team, the DC Bar’s Corporation, Finance, and Baudot contributes to GIF’s opera- Securities Law Section, and former vice tional strategy, governance, and risk Leila Bham chair of its Committee on Privately management. She previously served Senior Special Counsel, Held and Emerging Business. She has as in-house counsel to AgDevCo, a Office of Legal Policy, Office of also participated in consultations on social impact investor and agribusiness General Counsel, US Securities Myanmar’s Draft Investment Law and developer focusing on sub-Saharan and Exchange Commission the World Bank’s Country Partnership Africa. Baudot began her legal career [email protected] Framework for Myanmar. in private practice as a restructuring Leila Bham is senior special counsel lawyer at Allen & Overy in New York Bham is qualified to practice in New at the US Securities and Exchange and London, advising clients on a York, the District of Columbia, England, Commission, in the Office of General range of financing transactions and in and Wales, and before the US Supreme Counsel’s Office of Legal Policy. Since the international development sphere Court. She holds an AB from Harvard joining the SEC in 2010, she has on a pro bono basis. University and a JD from Georgetown advised on regulatory reform under University Law Center. She speaks Baudot is admitted to practice law in the Dodd-Frank Wall Street Reform Burmese, French, and Spanish. New York and is a solicitor of England and Consumer Protection Act and and Wales. She has a JD from New is a two-time recipient of the SEC’s York University, an MA from the Law and Policy Award. While in the Graduate Institute of International and Division of Trading and Markets, Bham Development Studies (Geneva), and led part of the team drafting rules to a BA in international relations from implement the crowdfunding provi- Connecticut College. sions of the Jumpstart Our Business
4 Legal Issues in Social Entrepreneurship and Impact Investing—In the US and Beyond strategic transaction efforts of a newly public fintech company. Before joining the firm, Bissey was vice president and associate general counsel of a fast- growth technology company and was previously an associate in the mergers Jessica Bissey and acquisitions practice group of Aaron Bourke Senior Corporate Associate, Sullivan and Cromwell. Associate, Reed Smith Morrison & Foerster [email protected] Bissey is currently leading the Legal [email protected] Advisory Group for Echoing Green, Aaron Bourke is an associate in Jess Bissey is a senior associate a global social impact accelerator, Reed Smith’s Global Corporate Group, in Morrison & Foerster’s Corporate, and serving on the NextGen Leaders practicing primarily in the area of M&A, and Social Enterprise and committee of the Northern Virginia private fund formation and coun- Impact Investing practices. She advises Technology Council. seling. He also engages in general clients through a broad range of corporate practice, including company day-to-day matters as well as through formations, negotiation and drafting their most significant and transforma- of investment documentation, and tional moments. Her practice involves drafting of corporate resolutions. representing companies, entrepre- Bourke was previously a member neurs, and investors through the full of Reed Smith’s Financial Industry spectrum of corporate existence, with Group, where he gained experience particular focus on bringing corporate David Bornstein both as a litigator (three years) and transactions from strategy through Co-Founder, Solutions as a corporate finance attorney (one execution and ultimately to a Journalism Network year). He also spent six months on successful integration. [email protected] secondment at Morgan Stanley Wealth Bissey works with emerging and David Bornstein is a co-founder of the Management, where he focused on fast-growth companies, as well as Solutions Journalism Network, which compliance with federal remittance their venture capital and private equity seeks to legitimize and spread the transfer regulations. investors, in connection with organiza- practice of solutions journalism: rigor- Bourke is a founding member of tion, governance, and financing. ous reporting that examines responses Reed Smith’s Social Impact Finance She focuses primarily in the impact to social problems. He has been a Group. In that capacity, he has worked economy, working with social enter- newspaper and magazine reporter for on a variety of primarily fund-related prises, hybrid organizations, impact 25 years and currently co-authors the social impact transactions. He initiated investors, and anyone interested in Fixes column in the New York Times. and developed the firm’s partnerships exploring how corporate structure, His books include How to Change with the International Transactions form, and governance can promote the World: Social Entrepreneurs and Clinics at the University of Michigan and preserve mission. the Power of New Ideas, The Price of Law School and NYU School of Law, a Dream: The Story of the Grameen During her tenure with the firm, through which Reed Smith attorneys Bank, and Social Entrepreneurship: Bissey has been selected for two sec- supervise law students representing What Everyone Needs to Know. ondments to act as in-house counsel impact investors and social enter- to clients of the firm: First, in 2015, she prises on a broad array of transactions. advised the venture arm of a global Bourke is a former member of Reed public company in its investment trans- Smith’s Pro Bono Committee and actions and operations; then, for the a founding member of the Impact first half of 2016, she led the M&A and Investing Legal Working Group.
May 23–24, 2017 New York University School of Law #NYULawGrunin 5 Conference Participants
funds, and separate accounts, and has represented institutional sponsors in their fundraising and other investment programs, placement agents, and investors. In addition, he has worked on a variety of other securities law Dana Brakman Reiser Allen Bromberger and corporate transactional matters, Professor of Law and Former Partner, Perlman & Perlman including secondary transactions and Vice Dean, Brooklyn Law School [email protected] portfolio company transactions. [email protected] Allen Bromberger is nationally recog- Brown received his JD in 2006 from Dana Brakman Reiser is professor nized for his groundbreaking work on New York Law School and his BS in of law and former vice dean at the development of “hybrid” legal 2002 from Elizabethtown College. Brooklyn Law School, where she has structures that support the simultane- He is admitted to practice in New York. taught courses in nonprofit law, social ous pursuit of financial and social goals. enterprise, corporations, property, Through his legal practice, as a pub- and trusts and estates since 2001. lished author, and as a lecturer at grad- Her recent scholarship focuses on law uate business programs, Bromberger and finance for social enterprises— has been at the forefront of the businesses that pursue a social mis- fourth sector and social enterprise sion—and has appeared in Indiana movements that have risen to promi- Law Journal, Boston College Law nence in recent years. He is proud to Thomas Brunner Review, Emory Law Journal, and Notre maintain long-term relationships with Compliance Officer and Former Dame Law Review, among others. Her clients, offering counsel and serving General Counsel, LeapFrog forthcoming book Social Enterprise as a trusted adviser and connector Investments Law: Trust, Public Benefit, and Capital for the social enterprise community. Tom Brunner works across LeapFrog Markets (with Professor Steven A. Before joining Perlman & Perlman, on legal and other projects and is Dean) will be published by Oxford Allen served as president of Power of LeapFrog’s compliance officer. Through University Press in 2017. She also Attorney and as executive director of August 2016, he served as LeapFrog’s has written extensively on nonprofit Lawyers Alliance for New York. Engage first general counsel. Brunner previ- accountability and governance and with Allen on Twitter @abromberger. ously served as the founder and chair the role of members and other of the Insurance Practice at Wiley Rein, nonfiduciary constituencies in one of the leading insurance law prac- nonprofit organizations. tices in the US, representing American and international insurance carriers. Brakman Reiser is a member of the He was awarded the Wiley A. Branton American Law Institute and was an Award for Civil Rights Advocacy in associate reporter for its project on recognition of his commitment to the the Principles of the Law of Nonprofit pro bono civil rights legal community. Organizations. She is also a mem- Gerald H. Brown Jr. Partner, Fried, Frank, Harris, Brunner is widely recognized as one ber and past chair of the Section on Shriver & Jacobson of America’s Leading Business Lawyers Nonprofit and Philanthropy Law of the [email protected] (Chambers USA; Best Lawyers in American Association of Law Schools. America; Lawdragon; Who’s Who) and Brakman Reiser is a graduate of Gerald H. Brown Jr. is a corporate one of the World’s Leading Insurance the University of Pennsylvania and partner resident in Fried Frank’s New and Reinsurance Lawyers (Legal Harvard Law School. York office. Brown’s practice focuses Media Group; International Who’s on asset management work, with a Who of Business Lawyers). concentration on private equity fund formation. He has worked on tradi- Brunner holds a JD from Yale tional private equity funds, funds of and an AB cum laude from Columbia University.
6 Legal Issues in Social Entrepreneurship and Impact Investing—In the US and Beyond Development Bank. She investigated Burand is a member of the board projects, including a Mexican wind and Investment Committee of the power project, relating to compli- MicroBuild Fund, an impact invest- ance with ESG policies. She is a pro ment fund sponsored by Habitat for bono supervising attorney at the Humanity International. She is an International Transactions Clinic at adviser to the Linked Foundation, Social Mary Rose Brusewitz NYU School of Law. Brusewitz fre- Sector Franchise Initiative, and GIIN/ Partner, Strasburger & Price quently teaches and speaks on topics ISLP Legal Practitioners Track. She [email protected] relating to her areas of expertise. also co-founded the Impact Investing Legal Working Group (IILWG) and Mary Rose Brusewitz is the partner in Women Advancing Microfinance (WAM) charge of the firm’s New York office and International. Burand received her BA chair of its International Practice. She from DePauw University cum laude and concentrates her legal practice on inter- a joint degree, JD/MSFS with honors, national transactions with an emphasis from Georgetown University. on working with Latin American compa- nies as well as US, European, and Asian entities doing business in Latin America Deborah Burand Associate Professor of Clinical Law, and elsewhere. New York University School of Law Brusewitz is very active in impact [email protected] investing, sustainability, accountability, Deborah Burand is an associate and corporate governance, and she professor of clinical law at New York works a great deal with the microfi- University School of Law, where she Mary Chaffin nance industry and on matters relating Retired General Counsel, Accion directs the International Transactions to renewable energy, ESG compliance, Mary Chaffin was the general counsel Clinic and is the faculty co-director of and climate change. She represents of Accion from 2010 until her retire- the Grunin Center for Law and Social clients in structuring, implementing, ment in August 2016. At Accion, she Entrepreneurship. administering, and exiting impact was responsible for all the company’s debt and equity investments in Latin During 2010-11, Burand served as legal and corporate governance affairs, America, Africa, Asia, and other areas. general counsel to the Overseas including managing and directly pro- Brusewitz has substantial experience in Private Investment Corporation, the viding the legal support for Accion’s emerging-markets development and development finance institution of the extensive impact investing activities. finance, in areas including infrastruc- United States. Earlier in her career, Chaffin also served as the general ture, water, power, oil and gas, renew- she worked in the environmental sector counsel, corporate secretary, and risk able energy, mining, and roads, and (Conservation International), micro- manager for Mercy Corps, where she she is active in project and structured finance sector (FINCA International was closely involved with the develop- financing, private equity, cross border and Grameen Foundation), and US ment of the microfinance institutions in investments and joint ventures, restruc- government (Federal Reserve Board Mercy Corps’ portfolio, including the turings, workouts, insolvencies, dispute and Department of the Treasury). She organization of Bank Andara. Chaffin resolution, mediation, and other areas. also has worked in private practice at has an extensive commercial and reg- a global law firm, where, among other Brusewitz has contributed substantial ulatory banking background, having things, she supported, pro bono, the time and expertise pro bono in the served as a managing director of US development of the world’s first impact investing and microfinance Bank’s Private Client Services group debt-for-nature swap. sectors. She worked as a compliance and as a senior corporate counsel in panel member and then panel chair the bank’s Law Division during her of the independent accountability more than 10-year tenure there. mechanism of the Inter-American
May 23–24, 2017 New York University School of Law #NYULawGrunin 7 Conference Participants
Chaffin holds a JD magna cum laude Coimbra is coordinator at the Group from the University of Georgia School on Ethics and Corporate Governance of Law, where she was a member of the of the Chamber of Commerce and Order of the Coif and the Georgia Law Industry Brazil-Germany (AHK) and Review. She received her bachelor’s director at the same organization. degree in Russian studies magna cum He was the founding partner and laude and with honors from Brown. Peter M. Cohen served as executive director at the General Counsel, Partnership Fund Institute of Corporate Compliance for New York City and Integrity (ICIC). Peter M. Cohen is the general counsel Coimbra received his Bachelor of Law of the Partnership Fund for New York and Master in Economic and Financial City, a $120 million social impact ven- Law from the Universidade de São ture fund, and a member of its exec- Paulo, Brazil, and his PhD in compar- utive team. Cohen advises the senior ative tax law from the Universität zu executives on investment strategy and Austin Choi Köln, Germany. General Counsel, Kiva Microfunds projects (both for-profit and not-for- Austin Choi is general counsel at Kiva profit) spanning tech to life sciences Microfunds and is responsible for legal to community development. matters across Kiva’s operations. He Previously, Cohen practiced law at Paul, oversees the negotiation of agree- Weiss, Rifkind, Wharton & Garrison, ments with Kiva’s microfinance field where he represented publicly traded partners, corporate supporters, and companies, financial advisers and insti- donors; manages the organization’s tutions, and private equity investors in regulatory compliance across multiple Felicity Conrad connection with a variety of public and Co-Founder and CEO, Paladin jurisdictions; and advises the Board of private transactions. [email protected] Directors on governance matters. Felicity Conrad is the co-founder and Choi came to Kiva after working with CEO of Paladin, a benefit corporation global technology companies. He building software to streamline legal previously held positions in the legal pro bono and increase access to jus- departments of ArcSight, InVision tice. Originally from Vancouver Island, Technologies/GE InVision, and the Canada, she studied at McGill University, law firm of Fenwick & West. Choi also Sciences Po Paris, and NYU Law. served as a judicial law clerk at the US Marcelo de Aguiar Court of International Trade. He holds Coimbra Conrad has performed human a bachelor’s degree in economics from Partner, Fleury, Coimbra & rights–related work in Kenya, Uganda, Harvard College, where he studied Rhomberg Tanzania, Haiti, and China and worked economic development issues, and Marcelo Coimbra is a partner at at the United Nations on International a JD from Harvard Law School. Fleury, Coimbra & Rhomberg law firm. Criminal Court issues before practicing He advises clients on Brazilian busi- international law at Skadden in New
ness, tax law, impact investments, and York. She started Paladin after winning innovative business models, especially political asylum for a pro bono client those related to new technologies. and his family, and envisioning the Furthermore, Coimbra is an expert immense good that could be done in Brazilian compliance law and has if it was easier for professionals authored innumerous articles and to give back. publications on the matter.
8 Legal Issues in Social Entrepreneurship and Impact Investing—In the US and Beyond Crane has traveled and worked exten- sively in Africa, Central Asia, Eastern Europe, Latin America, and the Middle East, and he has served on boards of double bottom line companies in each of these areas. His undergrad- Craig Courtney Donald Crane uate and law degrees were received Senior Independent Consultant Independent Legal and from the University of Georgia, and Craig Courtney is a senior adviser Strategic Adviser he studied graduate tax law at Emory specializing in innovative solutions [email protected] University. Crane also holds an for international development finance. adjunct faculty appointment at the Donald Crane is a Washington, DC– Previously, he was director of external University of Michigan School of Law based lawyer and strategic adviser relations at the Global Alliance for (International Transactions Clinic). with more than 30 years’ experience Improved Nutrition (GAIN), where his in domestic and global capital mar- duties included overseeing all resource kets and transactions. His expertise mobilization matters, strategic com- includes financings, governance and munications/advocacy, governance ethics, regulatory compliance, risk issues, and private-sector partnerships. mitigation, investor relations, and stra- He spearheaded GAIN’s innovative tegic planning. He has particular skills use of funding to support investments in building platforms for sustainable in partnership with the Acumen Fund, growth and in guidance on work in Stephanie Dangel Root Capital, and the IFC. Other Executive Director, Innovation emerging-market countries. advisory projects include Initiative for Practice Institute; Adjunct Professor Smallholder Finance, UNICEF, UNAIDS, Previously, Crane was vice president of Law, University of Pittsburgh GAVI, and the ICRC. and general counsel of FINCA School of Law International, where he established an [email protected] Before his development finance work, industry-leading holding company for Courtney acquired extensive expe- Stephanie Dangel joined the IPI in accessing social investment capi- rience providing strategic and capi- 2013 after a successful career as a tal. Before joining FINCA, he was of tal-raising advice to governments and practicing lawyer, documentary film- counsel with the international law firm corporations while working for more maker, and social entrepreneur. She of Kirton & McConkie, following tenure than 20 years in investment banking graduated from the Wharton School as chief of party for a USAID capital in Asia and Europe. During his invest- at the University of Pennsylvania, Yale market development project in Sofia, ment bank career, he worked for HSBC Law School, and Oxford University, Bulgaria. Crane began his career with and ABN AMRO Rothschild, where he where she was a Rhodes Scholar. Early BellSouth Corporation, rising to assis- was a managing director in corporate in her legal career, Dangel had the tant secretary and corporate counsel, finance. Courtney has an MBA from honor of clerking for the US Supreme responsible for governance practices Cornell University and a BA in econom- Court. She also practiced law as an and shareholder relations, then served ics and viticulture/enology from the associate at K&L Gates. She then pur- as senior SEC/financial counsel for University of California, Davis. sued an interest in social entrepreneur- a leading surgical device manufac- ship and entertainment, which resulted turer listed on the NYSE, and next as in her producing two documentaries general counsel for a NASDAQ life and holding leadership positions at sciences company, before accepting the Steeltown Entertainment Project, an engagement to take over the a Pittsburgh-based social enterprise. project in Bulgaria.
May 23–24, 2017 New York University School of Law #NYULawGrunin 9 Conference Participants
Barbara Day Paul DiLeo Bill Drayton Vice President and General Counsel, President, Grassroots Founder and CEO, Ashoka Overseas Private Investment Capital Management Bill Drayton is a social entrepreneur Corporation Paul DiLeo is the founder of Grassroots with a long record of founding Barbara Day is vice president and Capital Management PBC and has organizations and public service. general counsel of the Overseas Private more than three decades of expe- As the founder and CEO of Ashoka: Investment Corporation (OPIC), the rience in development finance and Innovators for the Public, Drayton has US government’s development finance over 15 years’ experience in the pioneered the field of social entrepre- institution. OPIC is an independent US microfinance sector. DiLeo has worked neurship, growing a global association government agency that supports US extensively in Russia, Nicaragua, India, of more than 3,600 leading social private-sector investment in more than Argentina, Bosnia, and many other entrepreneurs who work together 150 developing countries and coun- countries. He made equity investments to create an “Everyone a tries in transition to market economies. in microfinance institutions in India Changemaker” world. OPIC provides loans, guaranties, and and Bangladesh as early as 2001 and As a student, he founded organizations political risk insurance to support US to date has managed or advised funds ranging from Yale Legislative Services private-sector investment and to miti- that have invested equity in 35 micro- to Harvard’s Ashoka Table, an interdis- gate risks associated with investing in finance companies. In 2003, DiLeo ciplinary weekly forum in the social sci- frontier and emerging markets. helped launch and managed the first ences. After graduation from Harvard, private, for-profit microfinance fund Day was in private practice in he received an MA from Balliol College of funds, the Gray Ghost Microfinance San Francisco before moving to in Oxford University. In 1970, he gradu- Fund, which invested $100 million in Washington, DC, where she was a ated from Yale Law School. After work- 23 microfinance investment vehicles. partner in the law firm Zuckerman ing at McKinsey & Company, he taught Since founding Grassroots in 2007, Spaeder. During a sabbatical year, at Stanford Law School and Harvard’s DiLeo has gone on to help launch and/ before joining OPIC in 2000, she Kennedy School of Government. From or manage debt and equity funds in earned an LLM in international and 1977 to 1981, while serving the Carter India, Africa, and Latin America, includ- comparative law at Georgetown administration as assistant administra- ing three of the top 10 2016 Best of University Law Center. Day served tor at the Environmental Protection the World GIIRS-rated funds. OPIC in a variety of other capacities, Agency, he launched emissions trading including as project attorney, associate Before his work in microfinance, (the basis of Kyoto), among other general counsel for investment funds DiLeo was instrumental in setting up reforms. Drayton launched Ashoka and political risk insurance, acting vice a US government–backed investment in 1981 using the stipend he received president/head of investment funds, fund in Russia and managed inter- when elected a MacArthur Fellow in and deputy general counsel. national advisory engagements for 1984 to devote himself fully to Ashoka. Shorebank Corporation. He started He is Ashoka’s chair and chief exec- his career with the US Treasury and utive officer. He is also chair of three Federal Reserve Bank of New York. other organizations: Ashoka’s Youth DiLeo holds a BA from the University Venture, Community Greens, and of Massachusetts, an MS in economics Get America Working! from Boston University, and a cer- Drayton has won numerous awards tificate in business accounting and and honors throughout his career. He finance from New York University. has been selected as one of America’s Best Leaders by US News & World Report and Harvard’s Center for
10 Legal Issues in Social Entrepreneurship and Impact Investing—In the US and Beyond Public Leadership. In 2011, Drayton won Spain’s prestigious Prince of Asturias awards for international cooperation for his work promoting entrepreneurs. The prize foundation described him as a “driving force behind the figure of social entrepre- Heather Eisenlord Lubna Maria Elia neurs, men and women who undertake Director, Inclusive Development, Senior Director, Root Capital innovative initiatives for the common International Senior Lawyers Project [email protected] good.” Other awards include the Yale [email protected] Lubna Maria Elia is senior director Law School’s highest alumni honor, Heather Eisenlord is the director of human resources and corporate the National Wildlife Federation’s for inclusive development at the compliance at Root Capital. She has Conservation Achievement Award International Senior Lawyers Project 15-plus years of experience in the International, the National Academy (ISLP), where she is responsible for impact investing and social enterprise of Public Administration National developing and implementing ISLP’s sectors and is the founder of the New Public Service Award, and the Harvard Community-Inclusive Development England Impact Investing Initiative, Kennedy School Richard E. Neustadt and Social Impact Investing project a Meetup group whose vision is to Award for Public Policy. portfolios. She joined ISLP in 2011 to create a robust impact investing com- direct the organization’s human rights munity, serving the New England area, work, and she has since managed proj- which strives to build the network, ects in least-developed countries and base of knowledge, and talent pipeline emerging markets throughout Latin needed for the industry to thrive. At America, sub-Saharan Africa, and Asia- Root Capital, she has held a variety Pacific, bringing a unique combination of roles, including fundraising, legal of transactional and community-based resource coordination, GRC (gover- Michael Eddy professional experience to her nance, risk management, and compli- Vice President of Analytics, programmatic work. ance), and now human resources. Global Innovation Fund Michael Eddy is the vice president of Before joining ISLP, Eisenlord was Previously, Elia led resource devel- analytics at the Global Innovation Fund a senior associate in the New York opment at Design that Matters, a (GIF), bringing a passion for innova- office of Skadden, Arps, Slate, design-for-development firm based tive finance and the use of data and Meagher and Flom, where she repre- in Cambridge, Massachusetts, and evidence for better decision-making. sented corporate clients and leading served as director of development at He joins GIF after having co-founded financial institutions on complex Teach for America–Houston, a national and built Instiglio, where he designed domestic and cross-border financial teacher corps aimed at strengthening the first impact bond in a developing transactions, with emphases on energy, teaching quality in public schools. She country and tied over $300 million to infrastructure, and fund financings. spent three years as a campus minister measurable results through results- at the University of Houston Catholic She holds a JD with highest hon- based financing instruments. Before Newman Center, where she taught a ors from the George Washington Instiglio, Eddy worked for the World prize-winning course on economic jus- University Law School and a BA in Bank, MIT’s Poverty Action Lab tice in the context of the coffee crisis, political theory and constitutional (J-PAL), UNDP, and the government before pursuing an MA in international democracy from the James Madison of Bhutan. In addition, he was a fellow relations from Boston University. Elia College at Michigan State University. at the Center for Public Leadership holds a BA in humanities honors from at Harvard and a Reiner Fellow at the University of Texas at Austin, where the Mulago Foundation. Eddy holds she specialized in economic develop- a Master in Public Administration in ment in Latin America, and she is international development (MPA/ID) fluent in Spanish. from Harvard’s Kennedy School and a BA in economics from Tufts University.
May 23–24, 2017 New York University School of Law #NYULawGrunin 11 Conference Participants
tax-exempt healthcare and education publications. Esposito is the founder organizations on communications, pub- of and adviser to the Social Enterprise lic relations, and public policy issues. Law Tracker, an interactive online data visualization tool that tracks the While attending law school, she served progress of social enterprise legislation as a fund manager for the Student across the United States. He is also Social Venture Fund, a high-engage- co-chair of the Benefit Company Bar Kimberly Eney ment grant-making program at the Counsel, Morgan, Lewis & Bockius Association’s Funding and Investment New York University Stern School of [email protected] Structures Committee. Business that provides technical sup- Kimberly Eney helps tax-exempt port and financial assistance to tax- organizations navigate tax laws. She exempt organizations in New York. works on private foundation excise Eney was a fellow at the National taxes, unrelated business income tax, Center on Philanthropy and the Law. lobbying and political activity restric- tions, intermediate sanctions and other compensation-related issues, appli- cations for tax exemption, Form 990 Nancy Godinho Everett Corporate Counsel, Root Capital filing issues, and ongoing compliance. [email protected] Tax-exempt organizations turn to Eney for corporate advice, including forma- As corporate counsel at Root Capital, tion, compliance with state nonprofit Robert T. Esposito Nancy Godinho Everett provides legal corporation statutes, drafting of agree- Associate, Drinker Biddle & Reath advice at all levels of the organization, ments, development of good board Robert T. Esposito is an associate facilitating transactions and improving governance policies and practices, in Drinker Biddle’s Corporate and transactional processes, advising Root and handling of conflicts of interest. Securities Group based in the firm’s Capital leadership, overseeing enter- New York City office. He represents prise risk, improving internal structures Eney assists clients with IRS audits, business enterprises, investors, entre- for legal compliance, and serving as advises on business transactions, and preneurs, and private investment funds a key resource in the development of keeps clients up to date on relevant in a variety of corporate and finance new business initiatives. Before joining proposed legislation, regulations, matters, including corporate formation, Root Capital, Everett practiced finance and rulings. She works with a range angel and venture financings, private and restructuring law for 10 years at of tax-exempt organizations. Clients investment fund formation, complex McGuireWoods and Winston & Strawn include private and operating founda- mergers and acquisitions, acquisition in Chicago. She graduated with a tions, colleges and universities, muse- and real estate financing, and ongo- BA with honors in Portuguese and ums and cultural organizations, and ing compliance with state and federal political science from the University scientific and medical research groups. securities laws and regulation. of Wisconsin–Madison in 2004 and She also works with public broadcast- received her JD from the University of ing organizations, community and Esposito is a frequent speaker on social Chicago Law School in 2007. economic development organizations, enterprise and impact finance law and and other special-purpose charitable has lectured at Brooklyn Law School, organizations and associations. New York University School of Law, and the George Washington University Law Eney’s practice has evolved from a School. He has written extensively on longstanding commitment to the legal and regulatory issues relating to nonprofit sector. Before attending social enterprise entities and impact law school, she worked at a boutique investing, and his work has appeared consulting firm, where she advised in the William & Mary Business Law Review and the New York University Journal of Law & Business, among other
12 Legal Issues in Social Entrepreneurship and Impact Investing—In the US and Beyond Freddy Fachler Rev. Séamus P. Finn Rashid Galadanci EY Law (Ernst & Young Central Chairman of Board, Interfaith Senior Associate, The Social America); Partner and Legal Counsel, Center on Corporate Responsibility; Entrepreneurs’ Fund Carao Ventures Member, Investment Committee, [email protected] [email protected] Pontifical Mission Societies Rashid Galadanci has a background Rev. Séamus P. Finn, OMI has rep- Freddy Fachler is at EY Law, Ernst in emerging-market economic devel- resented the Missionary Oblates at & Young Central America’s regional opment, technology, energy, and the Interfaith Center on Corporate law firm with more than 100 lawyers management consulting. Before Responsibility since 1988. He is and offices in Guatemala, El Salvador, joining The Social Entrepreneurs’ Fund currently board chair. This includes Honduras, Nicaragua, Costa Rica, (TSEF), he was an associate at Armonia, an active shareholder investment Panama, and the Dominican Republic. an impact investing–focused family program for his congregation and a He is in charge of the area of strategic office. Before that, he managed global presence when appropriate at different growth markets, which includes start- initiatives and oversaw operational legislative arenas and at international ups, venture capital, technology, and policy at FINCA International, one of institutions like the World Bank, IMF, impact investment. He is also a venture the world’s 10 largest microfinance and the UN. Finn also serves as the partner and legal counsel at Carao institutions with more than 2 million cli- faith-consistent investment consultant Ventures, a Costa Rican accelerator. ents and $1 billion in assets across 23 on investment committees and In recent years, Fachler has provided countries. Galadanci began his career is active in a number of interfaith legal advice to early-stage startups and on the Strategy and Organization team collaborative efforts on economic structured private equity investment at Booz Allen Hamilton, where he justice and investment matters. models, as well as participating and worked with a wide range of govern- investing in seed capital rounds. Finn has given numerous presentations ment clients, helped launch the firm’s in different venues on faith-consis- commercial practice, and developed a Before joining EY Law and moving tent investing and corporate social spinoff technology company focused actively into the areas of innovation, responsibility. He has been interviewed on digital identity credentials. venture capital, and impact investment, for print and radio shows and has Fachler was a member of another Galadanci is on the board of TSEF appeared on dozens of TV shows, major regional law firm for 25 years, companies Pigeonly and First Access including CNN, CNBC, CBS, PBS, Al 15 of them as a partner. He developed and brings a passion for early-stage Jazeera America, RTE, and “The Daily his career in the areas of corporate, ventures, strategy, and machine learn- Show” with Jon Stewart. He blogs banking and finance, and transactional ing to the portfolio. He has a BA from twice a month on religion and corpo- law. Fachler is a law graduate of the Dartmouth College, where he studied rate social responsibility for HuffPost. University of Costa Rica, holds an political economy of emerging markets LLM from Harvard Law School, and and was awarded a one-year fellowship sits on the board of several private to study economic development and organizations. renewable fuel use in Brazil. He is a Carnegie New Leader.
May 23–24, 2017 New York University School of Law #NYULawGrunin 13 Conference Participants
Incarceration and is involved with led the development of an impact several allied movements challenging finance practice focused on working the fundamental injustice systems with social enterprise companies and that treat people differently based on impact investors. wealth, skin color, and influence. Before beginning her legal career, Before founding the Brooklyn Golden worked in a variety of capac- Josh Gewolb Community Bail Fund, Goldberg was ities with international development, Partner, Harter Secrest & Emery an attorney at Cleary Gottlieb. He has health, and human rights organizations Josh Gewolb focuses his practice on also worked with the Lawyers Alliance in Africa and Southeast Asia. She holds tax and nonprofit matters. He main- for New York, helping nonprofits incor- a BA from the Woodrow Wilson School tains an active practice advising all porate and apply for tax-exempt status, of Public and International Affairs at types of exempt organizations on and representing credit unions and Princeton University and a JD from corporate, regulatory compliance, tax, other organizations that expand access Harvard Law School. and investment matters, with a special to financial services for low-income focus on private foundations. Gewolb individuals and families. He remains is a frequent speaker and writer on connected to this work through topics related to nonprofit organiza- his membership on the Non-Profit tions and taxation. Organizations Committee of the NYC Bar Association.
Before becoming a lawyer, Goldberg studied in Spain and worked in Chile Alyssa A. Grikscheit Partner, Sidley Austin and Brazil. He received his BA from [email protected] Johns Hopkins University and JD from the University of Michigan Law School. Alyssa A. Grikscheit has a diverse Peter Goldberg corporate practice that currently Executive Director, emphasizes complex transactions Brooklyn Community Bail Fund and alternative investment funds. [email protected] Her experience also includes private equity and hedge funds, mergers and Peter Goldberg is co-founder and acquisitions, strategic alliances, and executive director of the Brooklyn restructurings. Grikscheit is fluent in Community Bail Fund, the nation’s larg- Spanish and French and has extensive est bail fund. Using money donated by Eliza Golden Legal Counsel, Acumen Fund Inc. experience in international transac- individuals and foundations, the fund Eliza Golden joined the New York tions, particularly those involving Latin pays bail for New Yorkers who can’t office of Acumen in 2016, where she America and other emerging markets afford even modest amounts, keeping serves as legal counsel. In this capac- such as China and India. them out of jail and giving them a ity, Golden works with Acumen’s fighting chance at justice. Grikscheit represents domestic and portfolio teams to structure and foreign clients making cross-border Goldberg’s work establishing and manage early-stage investments in investments. She also represents building the Brooklyn Community Bail social enterprises across Latin America, buyers and sellers, including private Fund was profiled in the New York East and West Africa, India, Pakistan, equity funds and their portfolio com- Times and has received numerous rec- and the United States, and provides panies, in acquisitions, dispositions, ognitions, including a Sackler Center general legal support to Acumen’s strategic alliances, restructurings, and First Award. In addition to leading the programmatic and administrative financings, including transactions in fund, Goldberg serves on the NYC functions. Before joining Acumen, regulated industries such as the health Bar Association’s Task Force on Mass Golden spent five years as a corpo- care, pharmaceutical, energy, telecom- rate attorney at the law firm of Orrick, munications, and defense industries. Herrington & Sutcliffe, where she In addition, Grikscheit represents
14 Legal Issues in Social Entrepreneurship and Impact Investing—In the US and Beyond sponsors of alternative investment He received a master’s degree in funds in fund formation and other Germanic languages and literature aspects of their operations. Such funds from Duke University in 1997. He have included distressed debt, energy, studied classical philology at Julius- infrastructure, real estate opportunity, Maximilians-Universität Würzburg agribusiness, microfinance, and emerg- from 1995 to 1996. ing-market funds. David Guenther Guenther served as an intern in Clinical Assistant Professor and Grikscheit is ranked in Chambers the legal department of the former Director, International Transactions Global, Chambers USA and Chambers German Federal Securities Supervisory Clinic, University of Michigan Latin America, where it says “she is Office, now part of the German Law School noted for her work in the M&A and Ministry of Finance, in Frankfurt during [email protected] private equity space and has long- fall semester 1998. He also taught standing experience dealing with David Guenther is the director of English at a rural secondary school in cross-border transactions in Latin the International Transactions Clinic Kenya, East Africa, from 1986 to 1987. America.” Additionally, she has been and clinical assistant professor of law recognized in the 2014 and 2015 at the University of Michigan Law editions of IFLR1000 as a Rising Star School. He represents social enter- for investment funds in the United prises in international financing and States. Grikscheit was also recom- other international transactions. Before mended in Private Equity Funds in joining the Law School, Guenther The Legal 500 US 2014-16 and in was a partner at Conlin, McKenney Capital Markets and Corporate M&A & Philbrick PC in Ann Arbor, where Colette Haider in The Legal 500 Latin America his practice focused primarily on Associate General Counsel, 2013-14. She has been recognized US and international transactions, Ford Foundation by Latinvex in Latin America’s Top financing, corporate governance, [email protected] 100 Lawyers in 2015-17 for her and succession planning for privately Colette Haider is associate general work throughout the region and is held companies. He is experienced in counsel at the Ford Foundation, which featured as one of Latin America’s mergers and acquisitions, securities she joined in 2006. She advises on a Top 50 Female Lawyers (2015): offerings, venture capital, angel and wide variety of legal issues relating to Corporate/M&A. impact investing, and other transac- the foundation’s governance, grant- tions for established, emerging, and Grikscheit actively represents a making, investment portfolio, and startup business and nonprofit clients. nonprofit organization in establishing global operations, particularly matters Guenther taught as an adjunct clinical and capitalizing microfinance institu- relating to the foundation’s global assistant professor in the International tions in underserved emerging investment portfolio and to the grant- Transactions Clinic from 2010 to 2015. markets on a pro bono basis. making and operations of its offices in He was an associate with Sullivan & India and Indonesia. Before joining the Cromwell in New York (1999-2001) Ford Foundation, Haider specialized and Frankfurt, Germany (2001-04). He in investment matters at Debevoise & is a past chair of the International Law Plimpton. She is a graduate of Williams Section of the State Bar of Michigan. College and Harvard Law School and is Guenther graduated from the admitted to the New York bar. Haider University of Michigan Law School also serves on the board of directors magna cum laude in 1999 and from of the Akanksha Fund Inc. Kenyon College summa cum laude and Phi Beta Kappa in 1984.
May 23–24, 2017 New York University School of Law #NYULawGrunin 15 Conference Participants
New York University School of Law, where she was an editor of the Moot Court Casebook, and her AB in international relations and history in 1982 from Brown University magna cum laude. She is licensed Brenda Hansen Joan MacLeod to practice in Massachusetts General Counsel and Heminway (inactive) and Tennessee. Chief Compliance Officer, Professor of Law, the University MicroVest Management of Tennessee College of Law Brenda Hansen is the general coun- [email protected] sel and chief compliance officer of Joan MacLeod Heminway is the MicroVest, joining the team in 2012. Rick Rose Distinguished Professor She is responsible for legal oversight of Law at the University of Tennessee of the company’s business and the College of Law. She came to UT Law in funds it manages, including gover- 2000 after spending almost 15 years in Chloe Holderness nance, fund management, strategic Managing Director, private practice at the Boston office of partnerships, global investment, and Lex Mundi Pro Bono Foundation Skadden, Arps, Slate, Meagher & Flom. regulatory compliance. Hansen began [email protected] Her core courses, offered through the her legal career in 1985 as a federal College of Law’s James L. Clayton Chloe Holderness is the managing law clerk in the Southern District of Center for Entrepreneurial Law, include director of the Lex Mundi Pro Bono New York. Subsequently, in the private Advanced Business Associations, Foundation. Since joining in 2007, she sector, her practice focused on corpo- Business Associations, Corporate has helped to establish the foundation rate finance, in particular banking and Finance, Representing Enterprises as a leading capacity builder and pro- structured finance, as well as private (a transaction simulation course), vider of critical pro bono legal services equity, including providing legal anal- and Securities Regulation. to the global social entrepreneurship ysis of complex fund structures and community. Holderness is an adjunct partnerships. Hansen spent more than Heminway’s research agenda currently professor of law at Georgetown five years with GE Capital, structuring focuses primarily on crowdfunding, US University Law School, co-teaching an cross-border lease financings con- securities fraud doctrine (including innovative new course titled Law and nected with the company’s satellite insider trading regulation), other areas Social Entrepreneurship. She regularly communications business. of securities disclosure law and policy, speaks regarding pro bono, the social and issues facing social enterprises. Hansen serves on the Advisory Board entrepreneurship sector, and the legal Her work has been published in a wide of Women’s Microfinance Initiative, a issues facing social entrepreneurs. variety of general and specialty jour- nonprofit based in Bethesda, Maryland, nals. She also has authored numerous Before joining the foundation, working to establish village-level loan academic and trade book chapters and Holderness worked in the legal, hubs run by local women in East Africa. co-authored two business law teach- finance, and economic development She holds BA and JD degrees from the ing texts: Business Enterprises: Legal fields as an attorney, corporate finance University of Virginia. Structures, Governance, and Policy and M&A banker, and sustainable Hansen is also a trained facilitator and (Carolina Academic Press, 3rd ed. 2016) enterprise and economic development mediator. She has worked extensively and Martha Stewart’s Legal Troubles professional. She received a BA with in the areas of human rights and (Carolina Academic Press, 2006). honors from Davidson College, a JD housing and employment discrimina- from the University of North Carolina Heminway is a member of the tion with the Maryland Commission School of Law, and an MBA from American Law Institute and is a for Human Relations and Maryland UNC’s Kenan-Flagler Business School. research fellow of the UT Center for Community Mediation. At UNC, she was editor-in-chief of the Corporate Governance and the UT North Carolina Journal of International Center for the Study of Social Justice. Law and Commercial Regulation. She received her JD in 1985 from
16 Legal Issues in Social Entrepreneurship and Impact Investing—In the US and Beyond the DC Bar (CED) Pro Bono Project Advisory Committee. She was a 2006 Distinguished Visiting Professor at the University of Maryland School of Law, and in 2003-04 she was the Haywood Burns Visiting Chair in Civil Rights at Tomer Inbar Annette McGee the City University of New York School Partner, Patterson Belknap Johnson of Law at Queens College. Webb & Tyler Global Legal Counsel, Ashoka Jones was the 2006 chair of the [email protected] [email protected] Association of American Law Schools Tomer Inbar represents US and interna- Annette McGee Johnson is originally (AALS) Section on Clinical Legal tional tax-exempt organizations (and from Liberia, West Africa, and grew Education, and she served on the for-profit organizations that deal with up in Portland, Oregon, where she Executive Committee of that section them) in a broad range of structural obtained her undergraduate degree in and as chair of the Section on Africa. and operating matters, including tax international affairs at Lewis and Clark She was a member of the AALS and corporate issues, impact and char- College. She later graduated from the Standing Committee on Clinical Legal itable investing, regulatory compliance, University of Oregon School of Law. Education and is a former chair of the governance, operational policies and Post–law school, Annette clerked in AALS Section on Poverty Law. She also procedures, audits, unrelated business Portland, then moved back to Liberia served on the Executive Committee income tax issues, and executive com- for several years to contribute to of the AALS Section on Transactional pensation matters. postwar peace-building efforts. While Law and Skills and as co-chair of the in Liberia, she worked at the Ministry Transactional Clinics Committee of the He regularly advises on an array of of Justice, tasked with establishing AALS Clinical Section. corporate transactions and structures the government’s first Child Justice involving tax-exempt organizations, In addition to her work with the Program in collaboration with UNICEF. such as joint ventures and the estab- AALS, Jones has held numerous She currently works with Ashoka: lishment of for-profit subsidiaries, leadership positions in the American Innovators for the Public in the corporate restructuring, private equity Bar Association (ABA), including capacity of global legal counsel. fund formation, hybrid structures, and vice-chair of the Economic Justice licensing and service arrangements. Committee, Section of Civil Rights Among Inbar’s clients are public chari- and Social Justice; service on the ties, private foundations, colleges and Governing Committee of the ABA universities, environmental conserva- Forum on Affordable Housing and tion groups, economic development Community Development Law; editor- organizations, advocacy groups, and in-chief and senior editor of the ABA museums and cultural institutions, Journal of Affordable Housing and many of which are active worldwide. Susan Jones Community Development Law; and Professor of Clinical Law, the George co-chair of the Forum’s Legal Educators’ Inbar is a regular speaker at programs Washington University Law School Practice Division. She is a co-founder for tax-exempt organizations. Recent [email protected] and past co-chair of the Community topics have focused on structuring pro- Susan Jones is a professor of clinical Economic Development Committee of gram- and mission-related investments, law and a member of the full-time the ABA Section on Business Law, and charitable investment funds, lobbying faculty at the George Washington she served on the ABA Business Law and political campaign activities, the University Law School. Since 1988 she Education Committee as well as fiduciary aspects of program- and has been director and supervising on the ABA Commission on mission-related investing, aggregat- attorney of the Small Business and Homelessness and Poverty. ing capital for social good, charitable Community Economic Development issues relating to energy and the envi- Clinic (SBCED Clinic). She is an active ronment, crisis management and com- member of the District of Columbia munications, and board governance Bar, having served as vice-chair to considerations and liability concerns.
May 23–24, 2017 New York University School of Law #NYULawGrunin 17 Conference Participants
Jones is a Fannie Mae Foundation equity funds, growth funds, credit was a business strategy consultant at Fellow, Harvard University Kennedy funds, co-investment funds, and other Braun Consulting. She also served as School of Government (2002), and a alternative asset investment vehicles a Peace Corps volunteer in Panama, member of Leadership Washington on fund formation, co-investments, where she advised rural artisan groups (1996). Her scholarly pursuits include spinoffs, joint ventures, shareholding on business operations, marketing, numerous published articles in the arrangements, managed accounts, and sales. Leung holds an MBA and field of entrepreneurship and the and other transactions. She regularly a Master of International Affairs from law, small and microbusiness and counsels private investment firms, Columbia Business School and the community economic development. including TPG, KKR, the Raine Group School of International and Public She is the author of A Legal Guide to and Hillhouse Capital, in their fund for- Affairs, and a BA in psychology from Microenterprise Development (ABA mation activities. In addition, she has Harvard University. Publishing) and co-editor of Building acted as counsel on consortium and Healthy Communities: A Guide to co-invest arrangements in numerous Community Economic Development for large acquisitions. Lenas’ practice also Advocates, Lawyers, and Policymakers. includes representing certain limited Jones was given the Washington partners in connection with their Area Lawyers for the Arts Lifetime investment funds. Achievement Award for distinctive service to the greater Washington, Janet Levy Pahima DC, creative community and for 20 Partner, Herzog Fox & Neeman years of service on the WALA Board [email protected] of Directors. Janet Levy Pahima is a partner in In addition to her scholarly and prac- HFN’s International Department, tical work in transactional law, small working in the general corporate field, business, community economic devel- Giselle Leung specializing in joint ventures, invest- Managing Director, Global Impact opment, microenterprise development, ments, M&A, and international trade. Investing Network and social entrepreneurship, Jones Her main activity focuses on represent- Giselle Leung serves as the managing has research interests in community ing multinational corporations active director of the Global Impact Investing economic development, international/ in Israel including Microsoft, General Network (GIIN), a not-for-profit organi- comparative community economic Electric, BMC Software, Airspan, zation dedicated to increasing the scale development, nonprofit organizations Fortive, Marketo, and IFF. Her breadth and effectiveness of impact investing. and charitable giving, minority entre- of clients includes high-tech companies In this leadership role, she provides preneurship, arts and entertainment, in their earlier stages of development strategic direction on how the GIIN and the creative economy and social as well as venture capital funds such supports the global impact investing entrepreneurship. as Carmel Ventures in early- and industry and oversees a number of late-stage investments. the GIIN’s field-building initiatives. Her responsibilities include establishing and Levy Pahima coordinates a unique deepening GIIN strategic partnerships. lecture series regarding trends in the economy with the American-Israel Before joining the GIIN, Leung was Chamber of Commerce and lectures a manager at Enterprise Solutions to on topics such as negotiating and Poverty, where she worked with leading mergers and acquisitions. In 2015, she companies in India, China, Colombia, Elizabeth Lenas established HFN’s Impact Investment Partner, Cleary Gottlieb and Mexico to build inclusive business Practice Area working in coordination Steen & Hamilton strategies that engage the poor in with HFN’s experts in capital markets [email protected] areas of agribusiness, microfinance, and securities, investment funds, tax, and social enterprise. Leung began Elizabeth Lenas’ practice focuses high-tech, environment, nonprofits, her career at Cambridge Associates, on forming and advising private finance, and climate change in fields providing investment portfolio analysis investment funds, including private including healthcare, clean tech and to large nonprofit endowments, and
18 Legal Issues in Social Entrepreneurship and Impact Investing—In the US and Beyond environmental impact, food security facility using funding from US govern- Lindl O’Connell is actively involved in and sustainable agriculture, women- ment debt financing and private and diversity issues within the firm, with and minority-owned businesses, com- PRI equity participants. Lewis earned her clients, and at local law schools. munity development, and accessible his BA from the University of Michigan She focuses on the hiring, retention, technology. In partnership with NGOs, and JD from the University of Georgia. and advancement of diverse attorneys government and business, she has also and other professionals through hiring set up a series to discuss Israeli innova- committees, implicit bias trainings, tion and opportunities and challenges formal and informal mentorship pro- on the Africa continent. grams, and the organization of various events and panels. Most recently, she Levy Pahima is Highly Recommended presented on the Grit Project of the for Israel’s Corporate/M&A by PLC ABA Commission on Women in the Which Lawyer and mentioned in Profession, which seeks to educate Chambers Global for Corporate/M&A, Miranda Lindl women lawyers about the science which describes her as “one of the O’Connell Senior Associate, Morgan, behind grit and a growth mindset— leading US lawyers.” Her work on Lewis & Bockius two important traits that many success- international M&A and venture capital miranda.lindl-oconnell@ ful women lawyers have in common. draws significant client praise—“She morganlewis.com has the capacity to handle any size of issue”—and she has been described Miranda Lindl O’Connell is a member as an “outstanding corporate lawyer” of Morgan Lewis’ global corporate, by the Legal 500. Levy Pahima has a finance, and investment management Masters in Foreign Service and a law practice. Her focus is on the represen- degree from Georgetown University. tation of private foundations, charities, Before moving to Israel, she was an public pension plans, and fund of associate at Sherman & Sterling in its funds in making investments in private Emmeline Liu General Counsel, Calvert Foundation New York and Tokyo offices. transactions using a variety of struc- [email protected] tures including co-investment vehicles, joint funds, private funds, convert- Emmeline Liu is the general counsel of ible loans, and other private finance Calvert Foundation, where she ensures options. Lindl O’Connell also works on that the foundation acts in accordance the structuring, formation, and gover- with its mission and all applicable laws. nance of private investment funds and She manages Calvert Foundation’s the primary investment in and second- legal affairs, including relevant orga- Aaron Lewis ary sale of domestic and international nizational strategy, corporate gover- Deputy General Counsel, private investment fund interests. nance, investments, the Community Habitat for Humanity International Investment Note, and outside counsel. Working closely with her Tax-Exempt Aaron Lewis currently serves as Her goal is to protect the foundation Organization colleagues, Lindl deputy general counsel–international while enabling it to innovate. O’Connell regularly advises social for Habitat for Humanity International. entrepreneurs, private foundations, Before joining Calvert Foundation, Liu In addition to performing Habitat’s and charities on a range of social practiced in the Business and Finance in-house counsel work, Lewis has impact investments, including pro- group at Morgan, Lewis & Bockius’ worked on corporate sponsorships, gram-related investments and innova- New York office. She was actively international governance, international tive investment vehicles and structures involved in pro bono matters and diver- compliance training, Habitat’s FlexCAP such as social impact funds, convert- sity initiatives. Liu received her JD from private placement bond issuance, and ible loans, and equity investments. the University of Chicago Law School the MicroBuild Fund, a $100 million and her BA from Cornell University. international housing microfinance
May 23–24, 2017 New York University School of Law #NYULawGrunin 19 Conference Participants
US Treasury Department. She was registered investment adviser and responsible for advising the assistant is a member of the DWM Equity secretary (Tax Policy) on all tax matters Investment Committee. involving tax-exempt organizations, Marshall has more than 12 years’ including charities and their donors, experience as an attorney in cross- as well as drafting regulations, other border corporate and finance transac- administrative guidance, and legisla- Ginny Reyes Llamzon tions. At DWM, he advises on all fund Senior Legal Counsel, tive proposals relating to the tax- formation activities and capital markets Global Innovation Fund exempt sector and charitable giving. transactions. He serves as transaction [email protected] She represented Treasury in public counsel for DWM’s equity and debt hearings and meetings with other Ginny Reyes Llamzon is senior legal investments and provides legal sup- federal agencies, foreign governments, counsel at Global Innovation Fund port to equity portfolio companies. members of Congress, and state reg- (GIF) and provides deal and regula- ulators. Madrigal also worked exten- Before joining DWM, Marshall spe- tory advice in connection with GIF’s sively with an interagency working cialized in representing development grant and risk capital portfolio. She is group on impact investing and was finance institutions in project and struc- an international finance lawyer who instrumental in publishing Treasury tured finance transactions in emerging has worked in frontier markets for guidance on program-related invest- markets at the New York law firm of more than 15 years and has assisted ments and other types of mission- Becker, Glynn, Melamed & Muffly. He in structuring and executing a wide related investments. also was an associate at Mayer, Brown, range of financial products in diverse Rowe & Maw in New York, where he legal and regulatory environments. Before her government service, specialized in representing underwrit- Before joining GIF, Llamzon worked at Madrigal advised tax-exempt organiza- ers in debt capital markets transactions FMO, a Dutch development bank in tions on a broad range of issues includ- in Latin America. The Netherlands, where she managed ing entity choice, private foundation the legal aspects of its renewable rules, intermediate sanctions, unre- Marshall graduated Phi Beta Kappa energy and infrastructure transac- lated business activities, reporting, and from the University of North Carolina at tions. Llamzon has also worked at governance issues. She also advocated Chapel Hill with a BA in political science. Clifford Chance in Hong Kong, Baker for clients before the IRS, Treasury, and He has a JD from the University of North & McKenzie in Singapore, and Sycip Congress. Madrigal frequently writes Carolina and a Master of International Salazar in Manila. and speaks on matters pertaining to Affairs from Columbia University. He exempt organizations. Before going to was a Peace Corps volunteer in Ecuador law school, she worked in finance. from 1996 to 1998. Marshall is proficient in Spanish and is a member of the New York Bar Association.
Ruth Madrigal Partner, Steptoe & Johnson UK [email protected] Edward Marshall Partner and General Counsel, Ruth Madrigal has extensive experi- Developing World Markets ence—both within the government Fernando A. Martinez Edward Marshall joined Developing Associate, Cleary Gottlieb and in private practice—advising on World Markets (DWM) in 2009. He is Steen & Hamilton a wide variety of legal and tax policy responsible for all legal and regula- [email protected] issues affecting charities and other tory matters pertaining to DWM, its tax-exempt entities. Fernando Martinez is a 2016 graduate investment vehicles, and overseas of NYU School of Law. His practice at Most recently, Madrigal spent six investments. He serves as the chief Cleary Gottlieb, which he also joined years as an attorney and policy adviser compliance officer for DWM’s in 2016, focuses on corporate and in the Office of Tax Policy at the financial transactions.
20 Legal Issues in Social Entrepreneurship and Impact Investing—In the US and Beyond
Ross McKee James Mercadante Ingrid Miller Partner, Blake, Cassels & Graydon Partner, Reed Smith Executive Director and [email protected] [email protected] Assistant General Counsel, JPMorgan Chase & Co. Ross McKee’s practice involves Jim Mercadante joined Reed Smith in Ingrid Miller is general counsel for the Canadian and international securities 2013 as a partner in the Corporate & JPMorgan Chase Foundation as well regulation, with experience ranging Securities Group. His practice focuses as chief in-house counsel to JPMorgan from micro-cap venture capital to primarily on the capital-raising and Chase & Co.’s Global Philanthropy billion-dollar international struc- transactional activities of private equity Group, overseeing all legal, regulatory, tured finance. With more than 30 firms and private companies. He has and operating matters including gov- years’ experience, he advises dealers, represented fund sponsors in form- ernance, structuring, program-related advisers, traders, depositaries, and ing a broad variety of onshore and investments, and domestic and interna- alternative trading systems on capital offshore private equity funds, including tional charitable giving. She also over- markets regulation and compliance buyout funds, growth equity funds, dis- sees all legal affairs for the JPMorgan issues. He manages the cross-border tressed debt and other asset-focused Social Finance Group’s principal social private placement programs into funds, real estate funds, mezzanine impact investment portfolio globally. Canada for numerous foreign dealers. funds, and funds of funds. Mercadante McKee has a deep background in the also has extensive experience in Before joining JPMorgan Chase, Miller development of Canada’s beneficial restructuring transactions for both was a member of Simpson Thacher & shareholder communications and hedge and private equity funds. Bartlett’s Exempt Organizations Group, proxy system. where she advised a wide variety of Mercadante has regularly represented tax-exempt organizations on their A past member of the Continuous private equity firms and their portfolio grant-making and program-related Disclosure Advisory Committee of companies in acquisitions, dispositions, investing. At Simpson, she also advised the Ontario Securities Commission, and financings, as well as strategic foundations, universities, hospitals, and McKee co-authored the Canadian investors and management groups par- cultural institutions on investment of Investor Relations Institute’s Standards ticipating in private M&A transactions. their endowments in private equity and Guidance for Disclosure and Many of Mercadante’s matters since and hedge funds. was retained by the Toronto Stock 2008 have involved impact investing Exchange to maintain its filing guide Miller has co-authored or contributed projects, and he is one of the leading for TSX-listed companies. McKee to several leading publications on practitioners in the area of forming taught the securities regulation course evolving legal issues in international pooled investment vehicles for impact for five years at the Faculty of Law, grantmaking and philanthropic giving. asset managers. He has worked (or is Queen’s University, and has spoken at She presents regularly on these topics currently working) for fund sponsors numerous seminars in the area of secu- to outside organizations, including focused on strategies to promote rities law and corporate governance. as a guest lecturer at Columbia fintech, microfinance, agriculture, University’s School of International and women’s health, and has also and Public Affairs. represented investors in impact funds. Mercadante has worked on Miller is an elected member of the portfolio company investments and Council on Foreign Relations, Chatham restructurings, including with respect House, and the International Institute to a Mexico-based fintech company, a of Strategic Studies, as well as a mem- manufacturer of portable solar ber of the ABA Section on Taxation’s lighting in India, and an Indian microfinance company.
May 23–24, 2017 New York University School of Law #NYULawGrunin 21 Conference Participants
Exempt Organizations Committee and In addition to her academic appoint- Montez joined MacArthur from the International and Private Foundations ments, Minard spent 15 years as a McCormick Tribune Foundation, where Sub-Committees. She received her BA socioeconomist and policy analyst she was an associate director who magna cum laude from the University at the OECD in Paris working on assisted her colleagues on legal issues. of Pennsylvania and her JD from West African private sector develop- She was previously in private practice Columbia Law School. ment, at the World Bank/IFC on SME in Chicago and in San Antonio and banking and microfinance, and at Houston, Texas. Montez is a graduate several international NGOs and private of the University of Texas School of firms in London and New York. She Law and received her undergraduate served as a Peace Corps volunteer degree from Rice University. in Senegal, speaks fluent French and Wolof, and serves on the board of sev- eral global social enterprises. Minard Sara Minard grew up on a family farm in New Jersey Executive Professor, D’Amore- that has remained in her family since McKim School of Business, the 1780s, and she is an avid yoga Northeastern University and mindfulness meditation [email protected] practitioner and teacher. Gordon Myers Chief Counsel, Technology and C. Sara L. Minard earned a PhD Private Equity, International in economics with highest honors Finance Corporation from Sciences Po, Paris, under the Gordon Myers is chief counsel, supervision of Dr. Amartya Sen; her technology and private equity, of research examined the role of informal International Finance Corporation, a entrepreneurship and social capital member of the World Bank Group. He in achieving human capabilities in is global lead counsel for IFC’s funds Senegal, West Africa. As executive Lisa Montez Deputy General Counsel and investment practice. Myers has rep- professor in entrepreneurship and Assistant Secretary, John D. and resented IFC in a number of complex innovation at Northeastern University’s Catherine T. MacArthur Foundation funds initiatives, including impact fund D’Amore-McKim School of Business, Lisa Montez joined the John D. and structures targeting SMEs in frontier Minard teaches courses on impact Catherine T. MacArthur Foundation in regions, and funds investing in listed investing and social finance, social 2007 and currently serves as its deputy companies in emerging markets. He innovation, social entrepreneurship, general counsel and assistant secretary. has also been active in corporate design thinking, and sustainable devel- In this role, she assists the general governance matters and in develop- opment. She leads several research counsel and secretary in providing ing approaches to improving ESG initiatives on social finance and is cur- advice and counsel on compliance with alignment and performance of IFC’s rently conducting research on impact nonprofit tax laws and regulations, cor- investee funds. Myers has previously investing and CSR in India. Named by porate and board governance matters, been global lead counsel for IFC’s the provost as one of four Ashoka U and grants and impact investments in venture capital practice and was a core Change Leaders for the university, she nonprofit and for-profit US and non-US member of the Bank Group’s Science, works across schools and disciplines to organizations. Montez also coordinates Technology, and Innovation Global advance social innovation education. the foundation’s pro bono counsel Expert Team. Myers also represents Before joining Northeastern, Minard network that provides the foundation’s IFC on intellectual property and was lecturer-in-discipline for five years grantees with access to free legal information security matters, and he at Columbia University’s School of counsel on various matters. speaks often on funds structuring and International and Public Affairs in eco- innovation issues. He holds an AB nomic and political development. from Stanford University, a JD from Stanford Law School, and an MBA from the Wharton School.
22 Legal Issues in Social Entrepreneurship and Impact Investing—In the US and Beyond Jonathan Ng Katrina Ngo Jennifer Miller Oertel Attorney Advisor for Power Africa, Membership Manager, Global Impact Partner, Jaffe Raitt Heuer & Weiss USAID Investing Network [email protected] Jonathan Ng is an attorney advisor [email protected] Jennifer Miller Oertel is a share- for the US Agency for International Katrina Ngo serves as manager holder in the law firm of Jaffe Raitt Development (USAID). Specifically, he for the network membership of the Heuer & Weiss, where she leads the covers Power Africa, the US govern- Global Impact Investing Network firm’s Tax-Exempt Organizations and ment’s initiative to leverage partner- (GIIN). In this role, she is responsible Impact Investing Group. She serves as ships across the public and private for recruiting new organizations as co-chair of the Nonprofit Corporations sectors to increase energy generation well as supporting existing members Committee (Business Law Section) of and access across sub-Saharan Africa. in their navigation of the impact the State Bar of Michigan, was the Ng has experience working in the pri- investing industry. founding vice chair of the Michigan vate, NGO, academic, and government chapter of Social Enterprise Alliance, sectors. He is also an adjunct faculty Ngo brings to her position more than is one of five judges of Crain’s Best member at Georgetown University a decade of experience and leader- Managed Nonprofits, and regularly Law Center, where he co-designed and ship in the social sector. She spent six judges social enterprise business plan co-teaches a course on law and social years with the Clinton Global Initiative competitions. Elected as a Leader entrepreneurship. (CGI) in a series of roles. As a senior in the Law and to dBusiness and manager, she oversaw CGI’s portfo- Before joining USAID, Ng served Superlawyers, Oertel represents family lio of Commitments to Action and as the first-ever general counsel of and corporate foundations, community leveraged innovative financial tools for Ashoka: Innovators for the Public, foundations, public charities, regional social impact, and as director of CGI an international NGO known for associations (including Council of America, she led a signature project starting the modern social entrepre- Michigan Foundations), trade associ- of the Clinton Foundation dedicated neurship movement and helping to ations, chambers of commerce, and to revitalizing the American economy. co-found the Grunin Center for Law other tax-exempt organizations, as Immediately before joining the GIIN, and Social Entrepreneurship at NYU well as impact investors, impact funds, Ngo was director of strategy for Atikus Law. Ng began his legal career in and social enterprises, in all aspects investments, a financial technology the New York office of White & Case of their business. startup increasing access to credit in its energy, infrastructure, and for the un(der)served in developing She was recently appointed by project finance group. countries. Additional international the Council on Foundations to the development experiences include National Standards Board, and in 2015 the Peace Corps in Kyrgyzstan and a her impact investing practice was Kiva fellowship in Kenya. Ngo holds highlighted by National Law Journal a BA in biology and economics from in electing Jaffe Raitt as one of 20 the University of Virginia and an MIA firms across the country (the only one from Columbia University’s School of in Michigan) to its Mid-Size Hotlist. International and Public Affairs. Oertel is proficient in Spanish, has a background in social work and evalua- tion, and holds a certificate in non- profit management from Georgetown University. She has spoken and
May 23–24, 2017 New York University School of Law #NYULawGrunin 23 Conference Participants
published locally and nationally on firm’s New York office. As a corporate impact investing and philanthropy and adviser, entrepreneur, and sustainability has served as a director and on the professional, Panchal brings a unique advisory boards of many for-impact perspective to his practice, counseling organizations, winning several awards private equity, foundation, family office, for her volunteerism. and growth company clients on corpo- Robert Ongodia rate merger and acquisition, finance, Senior Investment Officer, Accion and dispute resolution matters. [email protected] Under his direction, RPCK has devel- Robert Ongodia is a senior investment oped a dedicated impact investing officer at Accion. He is a financial ser- practice, advising both mission-aligned vices expert with more than 19 years investors and social enterprises. The of hands-on operational experience firm works closely with clients to Elizabeth Oger-Gross in banking, impact investing, microfi- execute capital investments in both Partner, White & Case nance, SME lending, and financial sec- emerging and developed markets that [email protected] tor regulation. He now serves on the generate social and environmental Elizabeth Oger-Gross is a partner board of UGAFODE, a microdeposit impact alongside market rate, risk- in White & Case’s International institution in Uganda, and formerly he adjusted financial returns. Drawing Arbitration Group and is based in was a member of the board of Musoni upon deep commercial lending, private the Paris office. She advises clients in Kenya, a technology-based lender. equity, and industry-specific experience, complex commercial disputes, with a Before coming to Accion, he worked RPCK helps clients qualify opportunities focus on the construction and energy for Centenary Bank, Bank of Uganda, and structure transactions that achieve industries. She also has significant and FINCA, where he restructured long-term, measurable results. experience in investment disputes. struggling institutions—transforming With a diversity of experience building Oger-Gross is common-law- and civ- loss-making nonprofits into profitable impact-focused concepts into commer- il-law-qualified and acts in both English- ventures. Immediately before Accion, cial transactions, Panchal has become and French-language arbitrations. he managed several impact investing a thought leader on how finance can She has been involved in arbitrations funds at MicroVest, which focused be harnessed to address social and conducted under the rules of the on private equity and debt. During environmental targets. He has repre- International Chamber of Commerce, his tenure he was able to expand sented clients in many of the leading the American Arbitration Association, the funds’ outreach to more than 10 impact-focused private investment the United Nations Commission on countries in Africa. Ongodia received funds and advisers, including Imprint International Trade Law, and the Swiss a master’s in economic policy manage- Capital (later acquired by Goldman Chamber of Commerce. She also has ment from Columbia University in New Sachs), Align Impact, and Fresh Source substantial experience in cross-border York City and a bachelor of science in Capital, and family offices such as the litigation, particularly involving the US, economics (Honors) from Makerere Blue Haven Initiative, Zoma Capital, France, and Africa. University in Kampala, Uganda. and the Open Society Foundations. Oger-Gross is a member of the In addition to his corporate practice, Paris and New York State bars, as he has performed pro bono work well as the US District Courts for the representing displaced US workers Southern and Eastern Districts of New denied retraining benefits under the York. She holds a JD from New York Workforce Reinvestment Act, and he University School of Law, a Master also served as a member of the team in International Affairs from Institut representing 11 Yemeni detainees at d’Études Politiques de Paris, and a Chintan Panchal Founder, RPCK Rastegar Panchal Guantánamo Bay, Cuba. Panchal has a BS from Georgetown University. Chintan Panchal is a founding partner law degree from Emory University and at RPCK Rastegar Panchal, a global is a member of the bar in New York boutique law firm, and head of the and the District of Columbia.
24 Legal Issues in Social Entrepreneurship and Impact Investing—In the US and Beyond Sung-Hyui Park Alissa Pelatan María Peña Senior Associate, Founder and Partner-Manager, Head of Legal, Symbiotics Bates Wells Braithwaite AMP Avocat; Development Director María Peña is the head of legal at [email protected] and Board Member, European Symbiotics, a Swiss-based company Social Enterprise Law Association specializing in market research, invest- Sung-Hyui Park is a senior associate Alissa Pelatan, Esq., is the founder ment advisory, and asset management at Bates Wells Braithwaite (BWB), and partner of Cabinet AMP Avocat, services in emerging, sustainable, and the only UK law firm to be certified a boutique French law firm dedicated inclusive finance. In particular, she has as a B Corp. It is also recognized for to social enterprise law and social extensive experience in microfinance, combining practical, commercial legal impact investing. She is also develop- impact investment asset management expertise with the deep understanding ment director and board member of and advisory activities, cross-border of the third sector that comes from the European Social Enterprise Law transactions, and impact investing working with more charities and social Association (ESELA), an international financial structures. As such, she is enterprises than any other UK firm. network of law firms, legal experts, involved in all the key legal and regu- Park advises on the full range of academics, and others specializ- latory aspects of microfinance invest- activities carried out by charities, social ing in the law as it applies to social ment vehicles and provides support in enterprises, and impact-focused enterprise. In addition, Pelatan is a cross-border, governance, corporate, lenders, including formation and reg- member of the Policy Committee for and administrative matters across the istration, governance, debt and equity the European Venture Philanthropy value chain of investment. Her other capital-raising, and general charity and Association (EVPA). fields of expertise cover compliance, commercial law issues. She has a partic- corporate, commercial, and labor law. Pelatan has worked as a corporate ular interest in structuring and execut- legal consultant for a public European Before joining Symbiotics, Peña gained ing impact-focused finance transactions company based in Paris and as a lawyer significant experience in the in-house in a wide range of forms, including for international law firms for almost legal counsel finance business. She impact investing, social investment, and 10 years. She is a member of the bar has worked during seven years for general secured and unsecured lending, association in California, the District of Pictet & Cie Group, a leading Swiss for clients ranging from international Columbia, and Paris and has technical private bank, as senior legal adviser charities, NGOs, and social enterprises expertise in social enterprise law, label of the asset management business to impact investors, social finance inter- and certification requests (B Corp, line, in Geneva and Luxembourg. mediaries, global corporates, financial SOSE, Entreprise de l’ESS, ESUS, and In these positions Peña acquired a institutions, and impact-focused lenders. others), creation of democratic gover- broad expertise in investment fund Previously, Park trained and worked for nance mechanisms for hybrid structures, regulation across many jurisdictions 10 years in the London and Amsterdam high social impact deals, and setting in Europe, Latin America, and Asia. General Banking teams of Clifford up alternative corporate structures Before that, she worked for five years Chance, where she advised on an in Europe and in the US. Pelatan also for State Street Bank, Luxembourg, as extensive range of high-value, multijuris- teaches undergraduate and graduate a legal specialist in services provided dictional emerging markets, leveraged courses on comparative business law, to its funds clientele. Peña started her finance, and other financing transactions. social enterprise law, corporate social professional career with a traineeship She has a First Class Honours degree responsibility, and European interna- in the Legal Service of the European in LLB Laws from the London School of tional private law in Paris. Parliament, in Luxembourg. Economics and Political Science, and she is a trustee and co-founder of the Social Mission Institute.
May 23–24, 2017 New York University School of Law #NYULawGrunin 25 Conference Participants
Peña holds a master in law from Perez is also a vice chair of the Board as well as French ad hoc cases. She Universidad San Pablo-CEU, Madrid of Directors of Propeller: A Force for has advised frequently on the drafting (Spain), a master in European stud- Social Innovation, which tackles tough of arbitration clauses and on matters ies from Université Catholique de environmental and societal challenges involving mediation and other alter- Louvain, Louvain-la-Neuve (Belgium), in the greater New Orleans region native dispute resolution methods. and a Diplôme d’Etudes Juridiques et through incubating and launching new Peterson’s experience spans many Economiques de l’Union Européenne social ventures. At Propeller, Perez is a different industrial sectors, including from the Université de Paris I Pantheon founding member of its Social Venture mining, natural resources, aeronautics, Sorbonne, Paris (France). Peña is Fund, which is currently launching its telecommunications, satellites, con- a member of the International Bar initial fund that will make financial struction and engineering, distribution, Association (IBA). She speaks fluent investments in social ventures with joint venture projects, and banking in a Spanish, English, and French. societal and environmental missions variety of geographic regions, includ- that possess a significant focus on ing Africa and Asia. at-risk or underserved communities. Peterson is a CEDR Accredited Perez received his LLM in securi- Mediator, a Chartered Arbitrator ties and financial regulations from (C.Arb), and Fellow of the Chartered Georgetown Law Center; JD from Institute of Arbitrators (FCIArb). She Loyola University School of Law and is president of the International MBA from Loyola University, both Arbitration Commission of the Union William C. Perez in New Orleans; and BBA from Internationale des Avocats and a General Counsel, @Pay; University of Mississippi. member of the ICC Commission on Vice Chair, Propeller Arbitration and ADR, the ICC Task [email protected] Force on Financial Institutions and Billy Perez is general counsel with @ International Arbitration (co-leader Pay, a revolutionary electronic pay- of the Work Stream on regulatory ments company headquartered in matters), the ICC Task Force on Albuquerque. Perez has more than 20 Arbitrations Involving States or State years of experience in all aspects of Entities, the LCIA, the Comité français public- and private-company corporate Patricia Peterson de l’arbitrage, the International Council and securities legal matters. He has Independent Arbitrator and Counsel for Commercial Arbitration, and the previously worked both in-house, as patricia.peterson@ ICC Institute of World Business Law. general counsel for an international peterson-arbitration.com Peterson is also a member of the ICC computer hardware manufacturing Canadian National Committee and has Qualified in four jurisdictions (France, company, and with several AmLaw 100 been admitted to the Arbitrator Panel England, Ontario, and Quebéc), law firms, including Morgan, Lewis & of the Chartered Institute of Arbitrators. Patricia Peterson specializes in inter- Bockius; Jones Day; Locke Lord; and national arbitration and alternative She holds the degrees of BA (Honors) Adams and Reese. A frustrated entre- dispute resolution. During her career, from Queen’s University, LLB (common preneur, Perez has also co-founded Peterson has also worked on cross-bor- law) from University of Windsor, LLM several companies in diverse fields der commercial litigation matters as from University of Cambridge, and LLB including manufacturing, high-tech, well as disputes and regulatory investi- (civil law) from Université de Montréal. food service, and retail. gations in the financial services sector. Peterson works in English and French.
Having practiced for 30 years in the Paris office of Linklaters, Peterson has a broad range of experience, includ- ing acting as counsel, arbitrator, and emergency arbitrator, in international arbitration matters under the ICC, LCIA, UNCITRAL, and ICSID rules,
26 Legal Issues in Social Entrepreneurship and Impact Investing—In the US and Beyond 2016, he is a member of the scientific committee of the association Social Impact Agenda for Italy and of the advisory board of Ashoka Italy.
Randazzo is founder and board member of ESELA (European Social Rosanna Ramos-Velita Roberto Randazzo Enterprise Law Association). Since Chairman of the Board, Partner, R&P Legal Studio Associato; 2012, he has been honorary consul Caja Rural Los Andes Board Member, European Social of the Republic of Uganda in Milan. Rosanna Ramos-Velita currently serves Enterprise Law Association as chairman of the board of Caja Rural Roberto Randazzo is an Italian lawyer Los Andes, which provides banking and partner at R&P Legal. He has an products such as savings, insurance, extensive expertise in impact investing, and working capital loans to rural social innovation, and social business. entrepreneurs in Andean Peru. In 2010, In the past 10 years, Randazzo has she led the acquisition of Caja Los combined his professional activity as a Andes, bringing together US private lawyer with his role as a lecturer. In the equity groups and social impact– past, he taught at Bocconi University Keren G. Raz Associate, Paul, Weiss, Rifkind, minded individual investors. and SDA-Bocconi in Milan. Currently, Wharton & Garrison he is teaching at Politecnico of Ramos-Velita has more than 20 years Keren G. Raz is an attorney at Paul, Milan in social innovation and social of Wall Street and consumer bank- Weiss, Rifkind, Wharton & Garrison entrepreneurship, and he is an asso- ing experience. She has held senior whose practice focuses on responsible ciate of TIRESIA, the International positions in investment banking and investment and environmental, social, Research Center on Social Innovation mergers and acquisitions at UBS and and governance matters. She is also Ecosystem, promoted by Politecnico Bankers Trust. At Citigroup, she was a responsible investment advisor for of Milan School of Management. He CFO of global marketing for the Apollo Management. Previously, Raz regularly cooperates with training Global Consumer Group, Citigroup’s served as New York University School institutions and participates as speaker largest business. of Law’s first Social Enterprise Fellow, at events and congresses regarding studying legal issues faced by social Since 2005, Ramos-Velita has served impact investing, social innovation, and enterprises. Her article, titled “Toward as a member of the board at the social entrepreneurship. In addition, an Improved Legal Form for Social Grameen Foundation. She also serves he is the author of many publications, Enterprise,” was published in the at the Wharton School Executive particularly regarding nonprofit organi- New York University Review of Board for Latin America and the Board zations, social entrepreneurship, Law & Social Change. of Governors of the Lauder Institute. and impact investing. Raz received her JD cum laude from Ramos-Velita holds an MBA from the Randazzo was a member of the New York University School of Law and Wharton School and an MA in interna- commission for the reform of Book 1 more recently received a certificate tional studies from the Lauder Institute of the Italian Civil Code (2005) and of through Columbia University’s inau- at the University of Pennsylvania. She the commission for the simplification gural Sustainable Investing Certificate also earned an MS in microelectron- of nonprofit law (2009), and he was program. Raz graduated summa cum ics from Lehigh University and a BS the legal consultant for the innovative laude with honors from the University in electrical engineering from the startup task force organized by the of Arizona, with a BA in English and University of North Dakota. Ramos- Ministry of Economic Development political science and minors in Velita is based in New York City. and for the social innovation task force Chinese and Spanish. organized by the Ministry of Education, University and Research (2012). He was a member of the Social Impact Investment Task Force established under the G8 (2014-15), and, since
May 23–24, 2017 New York University School of Law #NYULawGrunin 27 Conference Participants
Robbins is a trustee of New York University School of Law and a member of the Council on Foreign Relations. She holds a JD from New York University School of Law and a Bachelor of Arts in French literature Kate Redman Rachel F. Robbins from Wellesley College. Commonplace Law; Fellow, Senior Independent Director, Sustainable Economies Law Center Atlas Mara Limited; Former [email protected] Vice President and General Counsel, International Finance Corporation Kate Redman practices community [email protected] enterprise law in Northern Michigan. She works with nonprofits, entrepre- Rachel F. Robbins is currently senior neurs, and small business independent director of Atlas Mara on a broad array of legal matters. Limited, a UK listed financial services Elizabeth Roberts Partner, Goodwin Procter Her areas of specialization include company whose aim is to be the [email protected] legal compliance for 501(c)(3) orga- premier financial services company nizations and tax and legal structures of sub-Saharan Africa. She previously Liz Roberts is a partner in Goodwin’s for hybrid for-profit/nonprofit organi- served as a non-executive director of Private Equity and Private Investment zations. Redman is a fellow with the FINCA Microfinance Holding Company, Funds practices and co-leader of Sustainable Economies Law Center a global microfinance company. the firm’s Impact and Responsible and is involved in efforts to promote Investing Practice. Roberts represents From 2008 until 2012, Robbins and grow local investment and a wide range of clients in forming pri- served as vice president and general investment crowdfunding. vate investment funds, joint ventures, counsel of the International Finance separate managed accounts, co-in- Redman received a Bachelor of Arts Corporation and as a member of its vestment vehicles, and other bespoke from Princeton University and is a cum Management Group. She joined the investment structures. She also advises laude graduate of the University of IFC with three decades of experience investors in such structures. Her Michigan Law School. Before founding in legal and financial services, includ- practice involves work across a variety Commonplace Law, Redman clerked ing extensive experience in corporate of funds, including those focusing on for the Michigan Supreme Court governance and in managing global private equity, venture capital, debt, and was a partner at Olson, Bzdok & teams through periods of change. emerging markets, real estate, and Howard PC, specializing in nonprofit, Between 2006 and 2008, Robbins small business investment companies. business, and local government law. was executive vice president, general She has particular expertise in impact counsel, and secretary of the New York investing. Roberts advises on fund for- Stock Exchange and NYSE Euronext. mation, maintenance and governance She spent 20 years at JPMorgan & Co. matters, including matters relating and was general counsel and corpo- to the Investment Company Act, rate secretary from 1996 to 2001. From the Investment Advisers Act and the 2003 to 2004 she was general counsel Alternative Investment Fund of Citigroup International. Robbins was Managers Directive. a founding partner of an international management consulting company focused on the legal industry. She started her legal career at Milbank, Tweed, Hadley & McCloy.
28 Legal Issues in Social Entrepreneurship and Impact Investing—In the US and Beyond Roland’s role involves protecting Ryan is currently working with a team Acumen while also enabling it to func- of law school students on the forma- tion with efficiency and creativity. tion of a student-managed impact investment platform. She is a founding Before joining Acumen, Roland member of Fried Frank’s Sustainability had a short stint at a digital services Committee and a member of the firm’s company as in-house counsel; she Women’s Forum Planning Committee. George Rogers spent the majority of her career at Attorney, Inter-American Ryan serves as Fried Frank’s repre- McDermott Will & Emery, where Investment Corporation sentative on the Pro Bono Council of she was a partner in the corporate/ George Rogers has worked at the Sanctuary for Families. transactional practice and supported Inter-American Investment Corporation the pro bono program of the New York (IIC) and the IDB as an attorney sup- office. Roland obtained a BA as an porting financing for infrastructure, English major from the University financial institutions, trade finance, and of Pennsylvania and a JD from impact investment vehicles since 1999. Columbia Law School. He has led the legal team for IDB’s Multilateral Investment Fund for the past 10 years. Before joining the IDB Sogoal Salari and IIC, he worked in international Corporate Associate, banking and infrastructure transactions Gunderson Dettmer at firms in New York, Buenos Aires, Sogoal Salari is a corporate associate and Washington. in the Ann Arbor office of Gunderson Dettmer Stough Villeneuve Franklin Jocelyn P. Ryan & Hachigian, a Silicon Valley–based Associate, Fried, Frank, Harris, law firm that primarily serves emerg- Shriver & Jacobson ing-growth companies throughout their [email protected] life cycles and venture capital investors. Jocelyn P. Ryan is an associate in Fried Salari represents a wide variety of Frank’s Corporate Department, focus- startup companies and entrepreneurs, Lynn Roland ing on asset management. She works including those in the consumer inter- General Counsel, Acumen Fund primarily with institutional sponsors net, software, life sciences, biotech- Lynn Roland joined Acumen in 2010 on the structuring and offering of nology, and entertainment technology and is general counsel, corporate private equity funds and the ongoing industries, as well as a number of lead- secretary, and a member of its operations of funds and their manag- ing venture capital firms. Her practice Extended Leadership Team and ers. In 2016, she spent several months focuses on venture capital financings, Portfolio Leadership Team. In such seconded to BlackRock working on mergers and acquisitions, and public capacity, Roland ensures that Acumen’s its private real estate funds business. offerings as well as day-to-day programs are carried out in further- Throughout her time at Fried Frank, corporate governance matters. ance of its mission and in compliance Ryan’s practice has also included Before joining Gunderson Dettmer, with law, and she advises on organiza- restructuring and international trade Salari was a corporate associate in tional strategy and board matters. She and investment matters. the Palo Alto office of Wilson Sonsini leads the global legal function and Goodrich & Rosati and served as works across functions and geography a legal fellow at the International to develop and implement organiza- Finance Corporation in Istanbul, tional structure, policy, and projects. Turkey. Before law school, she worked as an investment banking analyst at Goldman Sachs, covering the media,
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telecommunications, and technology Agreement (FTA) negotiations with the capital raise and restructuring that sectors. Salari holds a BS in operations US. Samolis has been active on such improved and expanded Accion’s research from Columbia University legislative matters as the Trans-Pacific microfinance work in China; led and a JD from the University of Partnership, the implementation of the Accion’s investment in Myanmar’s Michigan Law School, where she also US-Korea Free Trade Agreement, the DAWN; and served as the secretary worked as a student clinician in the US-Colombia Free Trade Agreement, to Accion’s Board of Directors. International Transactions Clinic and the US-Peru Free Trade Agreement, Before joining Accion, Saunders served the Entrepreneurship Clinic. the Uruguay Round of GATT trade as a law clerk with Boston University’s negotiations, the North American Free Office of General Counsel, a private Trade Agreement, extending MFN sta- law firm, the international health tus and securing PNTR for China, Trade nonprofit Partners in Health, and Promotion Authority, and enhancing the Arkansas Department of Human Caribbean and African trade benefits. Services. He had also provided legal Appointed by the US trade represen- services to veterans and homeless tative and secretary of commerce to individuals and conducted research Frank Samolis an Industry Trade Advisory Committee with the International Consortium for Partner and Co-Chair, International in 1992, Samolis consulted regularly Law and Development. Saunders holds Trade Practice, Squire Patton Boggs as a private-sector adviser with senior a JD from the Boston University School [email protected] US government officials on policy of Law. He received his bachelor’s Frank Samolis is co-chair of the issues and solutions. Previously, he was and master’s degrees from Arkansas International Trade Practice at Squire counsel to the Subcommittee on Trade State University. Saunders has been Patton Boggs in Washington, DC. He of the Committee on Ways and Means, admitted to the bar of the state of advises clients on international trade US House of Representatives. Massachusetts. matters, including trade law, trade policy and legislation, and international trade negotiations. He is also chair of the firm’s India Practice Group and the leader of the Colombia Desk, Latin America Task Force.
Samolis handles matters before the Office of the US Trade Representative, Kevin Saunders Jason M. Schultz General Counsel, Accion Professor of Clinical Law, other executive branch trade agencies, Kevin Saunders joined Accion in New York University School of Law the US International Trade Commission, 2007 and is currently its general [email protected] US Court of International Trade, US counsel. He is responsible for all of Customs Service, and the US Congress. Jason M. Schultz is a professor of Accion’s legal and corporate gover- He has represented foreign sovereigns clinical law and director of NYU Law’s nance affairs, including managing and or foreign multinationals from Asia, Technology Law and Policy Clinic. His directly providing the legal support Europe, Central and Latin America, clinical projects, research, and writing for Accion’s extensive impact invest- Africa, and the Middle East, in addition primarily focus on the ongoing strug- ing activities. Saunders has provided to US companies seeking expanded gles to balance traditional areas of law essential guidance on many different market access in major export markets. such as intellectual property and privacy aspects of the organization’s work with the public interest in free expres- Samolis also counsels clients on the advancing inclusive finance. He has sion, access to knowledge, civil rights, status of negotiations and bilateral/ served as the primary counsel for the and innovation in light of new technolo- regional trade agreements in the more than 30 Accion Venture Lab and gies and the challenges they pose. World Trade Organization and other Frontier transactions and investments fora, and he has represented several in bold, disruptive fintech startups; sovereign entities in Free Trade helped close Accion Investments in Microfinance, SPC; coordinated the
30 Legal Issues in Social Entrepreneurship and Impact Investing—In the US and Beyond During the 2016-17 academic year, Seegull was chief investment officer Schultz was on leave to work at the at ImpactAssets, where she headed White House Office of Science and investment management for the Technology Policy, where he served Giving Fund, an impact investing as senior advisor on Innovation and donor-advised fund. She also oversaw Intellectual Property to US Chief product development and managed Technology Officer Megan Smith. the Global Sustainable Agriculture and James R. Silkenat Microfinance Plus Notes. Past President, American Bar With Aaron Perzanowski, he is the Association; Board Member, author of The End of Ownership: Seegull has a BS in economics from World Justice Project Personal Property in the Digital Barnard College/Columbia University [email protected] Economy (MIT Press, 2016), which and an MBA from Harvard Business argues for retaining consumer property School. She tweets on impact investing James R. Silkenat is a past president rights in a marketplace that increas- at @franseegull. of the 400,000-member American Bar ingly threatens them. Association. He is a former partner in the New York office of Sullivan & Before joining NYU Law, Schultz was Worcester and helped coordinate an assistant clinical professor of law the firm’s cross-border/international and director of the Samuelson Law, business practice. His practice concen- Technology, and Public Policy Clinic at trates on the areas of M&A, project the UC Berkeley School of Law (Boalt and infrastructure finance, banking, Hall). Before joining Boalt Hall, he was securities law, privatizations, and a senior staff attorney at the Electronic Ruchi Shah Associate, DLA Piper corporate law. He is a former legal Frontier Foundation, one of the leading [email protected] counsel at the World Bank Group’s digital rights groups in the world. International Finance Corporation. Before that, he practiced intellectual Ruchi Shah is an associate at DLA Piper, property law at the firm of Fish & where she focuses her practice in the Silkenat is the editor or co-editor of Richardson, PC. Schultz also served as a areas of corporate and finance. She 15 books and more than 100 articles clerk to Judge D. Lowell Jensen of the received her BA from Barnard College on legal, business, and justice sys- Northern District of California. He is a and her JD from Harvard Law School. tem issues. His books include The member of the American Law Institute. Shah spent her first year after law Law of International Insolvencies and school as a DLA Piper Krantz Fellow Debt Restructurings; The Imperial working exclusively on pro bono Presidency and the Consequences of matters and helping to develop the 9/11; The Legal Doctrines of the Rule firm’s transactional pro bono prac- of Law and the Legal State; and The tice. While in law school, Shah was a ABA Guide to International Business student advocate with the Negotiation Negotiations. He is a former chair of and Mediation Clinic and with the the ABA’s Section of International Law Fran Seegull Transactional Law Clinic’s Community and received the Section’s Lifetime Executive Director, Enterprise Project. She interned at Achievement Award in 2007 and US Impact Investing Alliance the Center for Reproductive Rights its Louis B. Sohn Award for Public Fran Seegull is executive director as a Ford Foundation Fellow. Before International Law in 2013. He is also of the US Impact Investing Alliance, law school, Shah was a paralegal at a the recipient of the Diversity Champion which works to increase awareness nonprofit that works to reform child Award of the Association of the Bar of impact investing in the US, foster welfare systems. of the City of New York. Silkenat has deployment of and demand for impact been a member of the ABA House of capital across asset classes globally, Delegates since 1990 and was chair of and partner with stakeholders, includ- the New York delegation to the ABA ing government, to build the impact House from 2000 to 2009. He is investing ecosystem. a member of the American Law Institute and served as chair of the
May 23–24, 2017 New York University School of Law #NYULawGrunin 31 Conference Participants
Lawyers Committee for International Human Rights (now Human Rights First). Silkenat is a member of the Board of Directors of the World Justice Project and is the recipient of the Allies for Justice Award from the National LGBT Bar Association and the Business Douglas Singer Matt Sparkes Law and Leadership Award from the Founder and Partner, Vice President, Lead Investments Lawyers Alliance for New York. Falcon & Singer and Risk Counsel, [email protected] BlueOrchard Finance Matt Sparkes is vice president, lead Doug Singer is a co-founder of investments and risk counsel for Falcon & Singer, a law firm practicing BlueOrchard Finance, a pioneering corporate, not-for-profit, and social manager of impact investment funds. enterprise law; trusts and estates; and As the principal transaction-focused planning and guardianship for indi- legal adviser for BlueOrchard, his prac- viduals with disabilities. A certified B tice centers on structuring, documen- Seth Silverman Corporation, it has offices in White Principal and Director of Africa tation, and restructuring of emerging Plains and New City, New York, Operations, Factor[e] Ventures markets debt and equity impact invest- and in Montvale, New Jersey. Seth Silverman seeks tractable ments. He is also a senior member of solutions to knotty problems and Singer works with for-profit and not- the team responsible for investment is passionate about innovative and for-profit organizations generally and risk management and the monitoring scalable approaches to big challenges. also in the development of social processes for debt and equity invest- In pursuing such opportunities, he has enterprises. In addition, he does estate ments in a portfolio spanning more built leadership experience in climate planning and probate and works with than 60 countries. change policy and as an international women and minority business owners. Before joining BlueOrchard, Sparkes development practitioner and impact He is a graduate of Hamilton College served as the corporate counsel for investor in energy access and agricul- (Phi Beta Kappa), Columbia Law Root Capital, where he was respon- ture development in East Africa, South School, and the Goldman Sachs 10,000 sible for developing the in-house Asia, and Central America. Small Businesses entrepreneurship legal function and served as both a program. During the 18 years before As Africa operations director with legal and strategic business adviser founding Falcon & Singer, he practiced Factor[e] Ventures, Silverman is to executive management. He has law with Webster & Sheffield and responsible for building and deep- worked in private practice advising Stroock & Stroock & Lavan in ening Factor[e]’s presence in sub- public companies, NGOs, and small New York City. Saharan Africa. Previously, he managed businesses on public policy and regula- Kenya operations for the One Acre Singer has authored or co-authored tory matters, and he previously served Fund, a social enterprise that supplies articles concerning benefit corpora- as both special counsel to the US smallholder farmers with the financing, tions and corporate social respon- Securities and Exchange Commission inputs, and training they need sibility and has been a panelist for and as a national security adviser to to grow their own way out of programs on the same topics. a senior member of the US House of hunger and poverty. Representatives.
Seth has a JD from NYU School of Law, Sparkes is a graduate of the College MSc in civil and environmental engi- of the Holy Cross and Northeastern neering from Stanford University, and University School of Law. BA from Stanford University.
32 Legal Issues in Social Entrepreneurship and Impact Investing—In the US and Beyond Board on Impact Investing. Spengler is a member of the Council on Foreign Relations. She has a JD from Harvard University and an undergraduate degree from Stanford University.
Laurie J. Spengler Scott Taitel President and CEO, Enclude Clinical Professor of Public Service; Laurie J. Spengler is president and Director of Social Impact, Innovation, CEO of Enclude, a global advisory firm and Investment, Wagner Graduate dedicated to building inclusive, sustain- School of Public Service, able, and prosperous local economies. New York University The firm delivers integrated capacity Alex Stein [email protected] (consulting) and capital (transaction) Counsel, New Fortress Energy Scott Taitel is clinical professor of solutions to financial institutions, busi- In June 2017, Alex Stein will begin public service and director of social ness support organizations, private-sec- work as counsel at New Fortress impact, innovation, and investment tor companies, funders, and investors. Energy, a company that provides at the NYU Wagner Graduate School Enclude works with clients and projects energy, logistical services, financing, of Public Service. He teaches numer- that contribute to the real economy. and capital investment to end users ous courses including Managing The firm’s focus is on meeting the worldwide seeking to convert their Financial and Social Returns of Social needs of entrepreneurs, small and operating assets from diesel or Enterprises, Social Impact Investment, growing enterprises, and un(der)served heavy fuel oil to natural gas. Corporate Finance and Public Policy, households—the economic engines Stein worked as an associate in Sullivan and Financial Management for Global underpinning inclusive and sustainable & Cromwell’s General Practice Group Nonprofit Organizations. He also markets. Enclude specializes in areas of for three and a half years; his practice leads an interdisciplinary practicum of inclusive finance, technology-enabled there encompassed project devel- NYU Wagner and NYU Stern Business platforms and distribution channels, opment and finance, capital markets, students in the development of a stu- clean and renewable energy, and sus- fund formation, mergers and acquisi- dent-operated impact investment fund. tainable agriculture. tions, and other corporate matters for In addition, Taitel has created the Spengler has 25-plus years’ experience US and non-US clients in a range of Social Innovation and Investment in strategy and transaction services, industries, including advising numer- Initiative at Wagner, which serves as a specifically capital raising, M&A, and ous clients on impact investing matters. central hub and incubator in the field of private equity transactions. She has Before Sullivan & Cromwell, Stein social finance, bringing together policy- developed a particular expertise in worked at the Overseas Private makers, philanthropists, finance profes- structuring and launching investment Investment Corporation as a legal sionals, nonprofits, and foundations to vehicles that align different types of intern and participated in a legal collaboratively strengthen the growing capital to allow operating enterprises, clinic in which he was placed at the field. The initiative has received funding financial institutions, and funds to Urban Justice Center’s Community from the Ford Foundation, Michael and generate positive social, environmen- Development Project. Stein began Susan Dell Foundation, and the W.K. tal, and development outcomes while his career as a project manager at a Kellogg Foundation. delivering appropriate financial returns. water and wastewater treatment As former chief operating officer for Previously, Spengler was founder and company serving small and the Clinton Foundation’s Enterprise CEO of Central European Advisory medium-size cities in China. Partnership, Taitel was responsible for Group. She also worked as an attorney establishing impact investment funds at White & Case. Among her active and overseeing a portfolio of social board engagements is the Executive enterprises as well as economic devel- Committee of the Aspen Network of opment, health, and nutrition projects Development Entrepreneurs, the CDC throughout the developing world. Group, and the UK National Advisory
May 23–24, 2017 New York University School of Law #NYULawGrunin 33 Conference Participants
Before joining the Clinton Foundation, Teicher served as a Peace Corps Corporation Law). Additional scholar- Taitel was a managing partner of an volunteer in Kazakhstan, where he ship examples include her 2016 Yale international venture capital firm and supported the development of busi- Law Journal (FORUM) article “Locked held numerous senior executive roles nesses aiming to create mobility and In: The Competitive Disadvantage of in both private and public multinational opportunity for people with disabilities Citizen Shareholders,” and her co- technology companies. His earlier in the region. Teicher is an Ariene de authored piece in the Harvard Business career was as an economic develop- Rothschild Fellow and member of the Law Review article “Institutional ment planner with both urban govern- ROI Community, Summit, and Nexus. Investing with Shareholders Are ment and community action agencies. A native of the Detroit area and a Not Supreme” (2015). University of Michigan graduate, Taitel has a bachelor’s degree in Before joining the College of Law, he remains committed to the Detroit policy studies from Syracuse University Tucker practiced corporate law with area, supporting Detroit expat and an MBA from Northeastern Paul, Hastings, Janofsky & Walker. initiatives nationally. University, where he taught as an She also clerked for Judge Alice D. adjunct faculty member. Bonner and Judge Elizabeth E. Long at Georgia’s Business Court, a specialized court adjudicating high-dollar, complex commercial and business litigation. While at the court, Tucker simultane- ously served as the program director overseeing the initial development of Anne Tucker the Business Court and writing about Associate Professor of Law, Georgia the role of specialized courts in mod- Perry Teicher State University College of Law Impact Finance Fellow, Orrick, ern civil jurisprudence. [email protected] Herrington & Sutcliffe Tucker received her JD magna [email protected] Anne Tucker, associate professor of cum laude at Indiana University, law, researches corporate law, recently Perry Teicher is the Impact Finance Bloomington-Maurer School of focusing on issues related to insti- Fellow at Orrick, Herrington & Sutcliffe, Law, where she served as the senior tutional investors and retirement where he is an active member of managing editor of the Federal investors. Tucker’s research focuses Orrick’s Impact Finance leadership. Communications Law Journal, the not only on how pooled investments Teicher represents and advises entre- official journal of the Federal are regulated but also on their power preneurs, fund sponsors, family offices, Communications Bar Association. She to achieve important personal and and tax-exempt organizations across a is a member of the Order of the Coif social ends, such as retirement security wide range of transactions, including and earned the Public Interest Service and private funding for social entre- corporate legal matters, cross-bor- Award. Before attending law school, preneurship. Her most recent work der mergers and acquisitions, private Tucker served as a Governor’s Fellow incorporates empirical methodology fund formation matters and portfolio for Indiana Gov. Frank O’Bannon. She and focuses on impact investment transactions, and private placements. received her BA in political science (“In Pursuit of Good and Gold: Data He has a particular focus on advising and journalism at Butler University Observations of Employee Ownership clients that aim to integrate social, in Indianapolis. and Impact Investment,” 40 Seattle environmental, and financial outcomes. U.L. Rev. 1, 2017, with co-authors) and mutual fund holding periods (“The Long and the Short: An Empirical Study of Mutual Fund Time Horizons,” forthcoming in the Journal of
34 Legal Issues in Social Entrepreneurship and Impact Investing—In the US and Beyond or co-authored several law review arti- management issues and has been cles and book chapters on distinctive involved in internal investigations and aspects of impact investing and social enforcement cases in this area. entrepreneurship, including fiduciary For more than 20 years, Valenstein duties, regulation, social impact, and has provided legal assistance to clarity about priority of purpose and microfinance institutions and assisted accountability. John Tyler public charities, foundations, social General Counsel, Ewing Marion He also speaks and publishes on the enterprises and entrepreneurs, impact Kauffman Foundation roles of private foundations in society, investment venture capital funds, and [email protected] transparency, “public money,” pub- other impact investors. He founded John Tyler has been general coun- lic-private partnerships, advancing and co-chairs the Morgan Lewis sel, secretary, and chief ethics offi- university innovation and technology Impact Investment Initiative, which cer for the Ewing Marion Kauffman transfer, and US policy on high-skilled is a cross-office and interdisciplin- Foundation since 1999. The foundation immigration. Many of his more than ary group of Morgan Lewis lawyers fosters economic independence by two dozen academic articles are avail- engaged in impact investment work. advancing education and entrepre- able through his SSRN page. For the past nine years, Valenstein neurship. In his roles, Tyler combines Before joining Kauffman, Tyler was has been an adjunct professor at the an ability to understand and develop a partner with one of Kansas City’s Michigan Law School International theory with a capacity to execute on oldest and largest law firms, where Transactions Clinic (ITC) focusing on and translate that theory into practice his practice focused on commercial impact investment and has been teach- across the foundation’s program areas litigation. Tyler has his undergraduate ing at New York University School of (entrepreneurship, education, and and law degrees from the University of Law’s ITC since its founding two years Kansas City engagement), adminis- Notre Dame. ago. He also serves on the Advisory tration (HR, facilities, finance, grants Board of the Michigan Ross School administration, etc.), and investments. of Business, Social Venture Fund, the He also serves as a liaison to philan- oldest student-led impact investment thropy generally, including by serv- fund. In conjunction with the Michigan ing on boards such as those of the Law School ITC, he represented Philanthropy Roundtable, Alliance Habitat for Humanity International in for Charitable Reform (Steering establishing MicroBuild, a $50 million Committee), Independent Sector’s Carl A. Valenstein fund that expands housing microfi- Public Policy Committee (advi- Partner, Morgan, Lewis & Bockius nance lending and helps thousands sory), and NYU’s National Center on [email protected] of low-income families globally. The Philanthropy and the Law (advisory/ fund has now been expanded to $100 Carl Valenstein is a partner at Morgan, former), among others. He also has million and has received the Overseas Lewis & Bockius and recently relocated been an adviser to the Council on Private Investment Corporation’s 2016 to the Boston office from Washington, Foundations’ Evolution of Philanthropy Access to Finance Award. Financial DC, where he practiced for more project and policy issues, Columbia Times recently recognized this project than 30 years. His practice focuses on University Law School’s Attorney for innovative social finance. domestic and international corporate General Project, and the Urban and securities matters, mergers and Valenstein is fluent in Spanish and Institute Center on Nonprofits and acquisitions, project development, and Portuguese and conversant in French Philanthropy’s Mapping the Fourth asset finance covering a wide range of and Italian. He graduated cum laude Sector Project, among others. industries and regions, including devel- from Yale University with BA in history Tyler frequently publishes and speaks oped and emerging markets (Latin and from the Michigan Law School on topics relating to the charitable sec- America and Africa). He also counsels with a JD. tor, philanthropy, social entrepreneur- clients concerning international risk ship/enterprise, social business forms, and impact investing. He has authored
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Maria Santos Valentin Richard E. Mary Kate Wold Director of Legal Affairs, Economic “Rick” Walters President and CEO, Church Pension Advancement Program, Open Director of Corporate Social Group (the Episcopal Church) Society Foundations; Secretary and Responsibility, Pension Boards–UCC As chief executive officer and president General Counsel, Soros Economic [email protected] of the Church Pension Group (CPG), Development Fund Mary Kate Wold leads a $12 billion Richard E. “Rick” Walters holds Maria Santos Valentin is director of financial services enterprise that pro- a Master of Divinity degree from legal affairs, Economic Advancement vides retirement, health, life insurance, Christian Theological Seminary and a Program, of the Open Society property and casualty insurance, and Juris Doctor from Cleveland Marshal Foundations and secretary and gen- other products and services to the College of Law. Ordained in 1979, he eral counsel of the Soros Economic Episcopal Church. She also serves as served as pastor in local churches in Development Fund (SEDF). She has a member of the Board of Trustees Indiana and Ohio. Admitted to prac- been with SEDF since 1998, structuring of the Church Pension Fund, CPG’s tice law in 1986 in Ohio and 2006 in its more than 30 innovative pro- governing body. Florida, he represented clients as a civil gram-related investments (including rights attorney and as counsel to many Wold has served in a variety of equity, debt, and fund investments) religious organizations including the leadership positions in the corporate, in Central and Eastern Europe, Africa, United Church of Christ. As a busi- legal, and government sectors. Before and India totaling over $200 million. ness owner of two companies and his joining CPG, she was a senior finance Before moving full-time to SEDF, own law firm, he developed a health executive and principal corporate offi- Valentin served as deputy general care network and a human resources cer of Wyeth, one of the world’s larg- counsel for the Open Society Institute consulting firm. He later served as est pharmaceutical companies. Before for several years. Before joining OSF, vice president of Eden Theological embarking on her corporate career, she worked for 10 years as an inter- Seminary and is currently the director she was a partner and chaired the tax national corporate securities lawyer, of corporate social responsibility and practice group of Shearman & Sterling, first for Brown & Wood (now Sidley an assistant to the general counsel a leading global law firm. Earlier in her Austin) and then Clifford Chance on for the Pension Boards of the United career, she served in the Office of Tax emerging-market transactions in Latin Church of Christ. He is a member Policy of the United States Department America and Central and Eastern of the Association of Conference of the Treasury. Europe. In addition, Valentin worked Attorneys of the United Church for two years as a senior commercial Chair of the board of the Church of Christ and the Church Lawyers associate with the Overseas Private Benefits Association, a national asso- Working Group of the Church Alliance. Investment Corporation, helping to ciation of faith-based benefits organi- He is the representative of the Pension establish a small business lending pro- zations, Wold also serves on the vestry Boards to the Interfaith Center for gram. She has a BA in economics from of Trinity Church Wall Street and on its Corporate Responsibility, of which the Fordham University and her JD from investment committee, which oversees UCC is a founding member. Yale Law School. the institution’s $5 billion real estate and securities portfolio. She is a direc- tor and the chair of the board of Unilife Corporation, a company that provides drug delivery systems to the pharma- ceutical and biotech industry.
36 Legal Issues in Social Entrepreneurship and Impact Investing—In the US and Beyond Wold’s professional affiliations Wynne is very active in women include membership in the Women’s empowerment issues and initiatives Forum of New York and Women supporting women’s career advance- Corporate Directors. ment. Passionate about art, she also has a strong focus on this area, advis- Wold spent her childhood in Bottineau, ing art collectors and patrons as well North Dakota, a small rural community as cultural institutions on charity law, on the Canadian border. She gradu- governance issues, legacies, fundrais- ated from Hamline University in St. Paul, ing, and sponsorship. Minnesota, summa cum laude with a BA in English and theater, and she was Wynne is a board member of the elected a member of Phi Beta Kappa. European Social Enterprise Law She later graduated cum laude from Association and the Swiss Impact the University of Michigan Law School. Enterprise Association. She is also a member of the Legal Advisory Board of Sustainable Finance Geneva, the STEP Philanthropy Advisors SIG Steering Committee, and Giving Women.
Julie Wynne Partner, Froriep; Member of the Board, European Social Enterprise Law Association Julie Wynne is a partner at Froriep law firm based in Switzerland and head of the Charity and Social Enterprise Department.
She has broad experience in charities, B Corps, and social enterprises. She advises them for their setup and tax issues and assists them with mergers, reorganizations, joint ventures, and other forms of collaborative work- ing, as well as constitutional reviews. In addition, she regularly provides advices on grant-making, fundrais- ing, corporate philanthropy, and governance.
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