INTERNATIONAL
Transcription
INTERNATIONAL
/ I N T E R N AT I O N A L // 2 INVOLVED WE DON’T JUST GET INVOLVED. SHUMAKER BECOMES A VITAL EFFECTIVE PART OF LEGAL UNDERSTANDING EVERY CLIENT SOLUTIONS CLIENT ORGANIZATION. COME GOALS, FROM FULLY VISIONS, CHALLENGES AND OBSTACLES, AND KNOWING HOW TO DESIGN ANSWERS THAT EXACTLY ALIGN WITH YOUR VALUES AND CULTURE. SLK-LAW.COM TABLE OF CONTENTS 4 HOW SHUMAKER CAN HELP YOU AND YOUR BUSINESS 5 GLOBAL PRACTICE AREAS 8 A GLOBAL NETWORK 8 PRACTICE AREAS 9 INTERNATIONAL CORPORATE LAW 10 Corporate Orrganizations and Securities 10 Corporate Transactions 10 GLOBAL TRADE 12 INTERNATIONAL TAX 15 GLOBAL ANTI-TRUST AND COMPETITION 16 INTERNATIONAL INTELLECTUAL PROPERTY 17 INTERNATIONAL DISPUTE RESOLUTION 18 Arbitration 18 20 International Litigation GLOBAL BANKRUPCTY AND INSOLVENCY 21 FCPA AND INTERNATIONAL ANTI-CORRUPTION 22 IMMIGRATION 23 LANGUAGES 24-25 CULTURE, MISSION AND VALUES 26-27 OUR TEAM 28-33 HOW SHUMAKER CAN HELP YOU AND YOUR BUSINESS GLOBALLY OBTAIN MAXIMUM BENEFIT AND EFFICIENCY WITH MINIMAL LIABILITY: • Create, structure and finance business entities and their people • Document business transactions, whether buying, selling or merging with an entire business or buying or selling parts of a business, products or services • Provide maximum tax savings • Ensure that you and your employees and agents live and work legally • Protect your intellectual property before and after entry into the market • Assist in obtaining superior technology • Resolve business disputes • Protect against customer non-payment and creditor collection • Provide best practices for corruption avoidance and resolution Global reach with local depth 6 7 GLOBAL PRACTICE AREAS In a constantly evolving business world, our lawyers are not only familiar with the latest developments in the law where our clients conduct business, but are also able to work cohesively with our clients to allow their businesses to operate and grow in the most efficient and flexible manner possible. If you are expanding your operations to the U.S. or other countries, or if your business operates in multiple jurisdictions, our lawyers are available to assist your multi-jurisdictional business operations, growth and financing needs. Our lawyers provide clients with a high-quality, seamless and cost-effective way to deal with the range of legal issues that arise when conducting business in the United States, abroad or both. Our clients’ success is our first priority. When clients require specific expertise on a project or transaction involving a domestic or foreign jurisdiction, we have lawyers with extensive knowledge and experience tailored to that client and project or transaction. You can be confident that our lawyers will provide you consistent, reliable and excellent legal services. A GLOBAL NETWORK As a result of its global representation of clients, Shumaker has developed relationships with many foreign professionals (accountants, lawyers, investment bankers, regulatory experts and others) whom we utilize to assist our clients with matters requiring “on the ground” expertise in a diverse range of cross-border matters. This network provides our clients access to lawyers and other professionals who have the knowledge of and experience with local laws, governmental agencies and necessary documents to navigate the complexities of multi-jurisdictional matters. Internationally experienced, locally connected and business-minded, Shumaker’s network of lawyers and professionals provide our clients the best possible advice and support, wherever they do business around the globe. 8 OUR PRACTICE AREAS INCLUDE Administrative Law Financing Transactions Agribusiness and Cooperatives Franchise and Distribution Alternative Dispute Resolution Government Contracts Antitrust and Trade Appellate Bankruptcy, Insolvency and Creditors’ Rights Broker-Dealer Litigation and Arbitration Commercial Leasing Commercial Litigation Healthcare Immigration Intellectual Property International Transactions Labor and Employment Media Commercial Transactions Mergers and Acquisitions and Divestitures Community Associations Nonprofit Organizations Computer, Internet and Technology Construction Law Patents, Trademarks, Copyrights, Trade Secrets Product Liability Construction Litigation Professional Liability Corporate Compliance Public and Private Joint Ventures Corporate Law / Business Organizations Public Companies Educational and Religious Organizations Public Law and Public Finance Employee Compensation and Benefits Environmental Estate Planning Family Law Federal Court Litigation Fidelity, Surety and Specialty Bonds Financial Institutions Financial Services Real Estate REITs (Real Estate Investment Trusts) Securities Sports and Entertainment Taxation Trust and Estate Administration Workers’ Compensation Zoning and Land Use SLK-LAW.COM 9 INTERNATIONAL CORPORATE LAW Many of Shumaker’s lawyers have valuable experience working on international corporate matters, either on behalf of a domestic company conducting business overseas or a foreign entity entering into or already conducting business in the United States. Through Shumaker lawyers and our global network, we are familiar with corporate matters and completing corporate transactions around the world and, more importantly, are prepared for the jurisdictional issues that arise in connection with these matters. Our clients benefit from our ability to flag potential pitfalls in each country, advise on cultural differences and nuances, offer invaluable ancillary advice in such areas as intellectual property, tax, employment and competition law and manage even the most demanding due diligence exercises. Corporate Organizations and Securities Shumaker understands that it is essential to get the structure of any business organization right in terms of governance, fiscal efficiency, minimization of potential liabilities and compliance with legal obligations. Our lawyers do this while taking into account the client’s relevant tax, finance and other considerations, particularly as the organization grows and raises capital, undertakes transactions and expands globally. We provide advice on the formation and structuring of corporate organizations, the structure and jurisdiction for particular transactions, issues of corporate governance and fiduciary compliance and related matters. We also advise clients on securities law issues ranging from the raising of capital privately to accessing public equity and debt capital markets for securities offerings, securities registration and related matters. Corporate Transactions Our lawyers have years of experience in assisting their clients in international corporate transactions, including both “outbound” and “inbound” transactions. In an increasingly global economy that includes global corporate transactions, companies must continually position themselves to access markets and technology, improve margins and reduce their exposure to risk. Our corporate practice group advises many clients regarding global mergers and acquisitions, IPOs, public and private equity and debt offerings, venture capital and private equity investments and other transactional matters. The lawyers in our corporate practice group are augmented by specialists in such areas of law as intellectual property, tax, employment (including compensation, benefits and ERISA), litigation, real estate and environmental. We also have numerous contacts and familiarity with investment bankers, banking institutions, other private financial sources and capital markets to provide clients with additional professional services with respect to these corporate transactions. 10 A Summary of Shumaker’s International Corporate Law Expertise: Acquisitions, Divestitures and Mergers Capital Markets Corporate Governance Debt, Equity and Mezzanine Financings Employment Plans and Issues Equipment, Project and Trade Finance Joint Ventures and Alliances Organization of Entities Private Capital Fundraising Public Offerings SLK-LAW.COM 11 GLOBAL TRADE Shumaker assists clients in managing the risks and maximizing the opportunities associated with the increasing regulation of international trade in goods and services. Our international trade practice provides a range of services designed to match the scope of global trade regulation and to answer the needs of our clients wherever and whenever they arise. Our lawyers provide commercial contract support for in-house legal teams and also handle projects and business-critical contracts for companies across sectors. Our commercial lawyers work on deals ranging from single agreements to complex business transactions. Our lawyers work with clients to structure and document relationships with suppliers, customers or strategic partners to exploit markets and assets. Our lawyers can draft the wide range of documents necessary to create and preserve these relationships, protect our clients’ rights and enhance the value of our clients’ businesses. We not only advise our clients in legal matters, but also in business and cultural matters, utilizing where necessary Shumaker’s extensive global network. Shumaker also advises clients on the effects of legislation under multilateral agreements and bilateral agreements. As new trade agreements are implemented, we keep on top of the process and develop effective negotiating positions and strategies. Often these agreements affect business operations and structures and our lawyers show clients what changes are necessary. A Summary of Shumaker’s Global Trade Law Expertise: Application of the Incoterms® 2010 Application of NAFTA and Other Multilateral and Bilateral Trade Agreements Application of the Uniform Customs and Practice for Documentary Credits (UCP 600) Application of the UN Convention on Contracts for the International Sale of Goods Application of WTO Agreements Customs Law and Regulation Distribution, Supply, Partnering, Agency, Franchise, Logistics and Warehousing Agreements Dumping, Countervailing Duties, Safeguards and Other National Trade Remedies Export Controls and Sanctions Letters of Credit Market Access, Strategic Counseling, Trade Negotiations and Trade Policy National Security Restrictions on Investment Preferential Trade Regimes Regulatory Issues Affecting Corporate Transactions Section 337 Investigations in the United States 12 SLK-LAW.COM Relationship Driven 1313 14 INTERNATIONAL TAX Internationally, governments are aggressively pursuing additional revenue and crises-related restructurings pose new and difficult challenges for tax planning and dispute resolution. Shumaker’s tax lawyers, along with Shumaker’s global network, understand the business and legal intricacies of international taxation and have the capability to design, implement and defend international tax planning structures. They are in touch with changing tax laws, practices and dispute resolution techniques and can help design, implement and defend tax strategies for international operations and transactions. Shumaker has experienced tax litigators who can represent clients in all phases of tax dispute resolution. We have handled large tax controversies at the audit, appeals and trial court levels. A Summary of Shumaker’s International Tax Law Expertise: Dispute Resolution Restructurings Sales, Use and Other Tax Application Tax Strategy and Planning SLK-LAW.COM 15 / / GLOBAL ANTI-TRUST AND COMPETITION GLOBAL ANTI-TRUST AND COMPETITION / / GLOBAL ANTI-TRUST AND COMPETITION / / GLOBAL ANTI-TRUST AND COMPETITION / / GLOBAL ANTI-TRUST AND COMPETITION Shumaker has depth of experience to effectively with their anti-trust Shumaker has thethe depth of experience to effectively assist assist clientsclients with their anti-trust and and com- competition needs. We represent clients mergerand andcartel cartelinvestigations investigations in the petition needs. We represent clients in in merger the United UnitedStates States Shumaker has the depth of experience to effectively assist clients with their anti-trust and beforethe the Anti-trust Anti-trust Division Justice Department andand the Federal TradeTrade Commission before Divisionofofthethe Justice Department the Federal Commiscompetition needs. Welaw represent in merger and cartel investigations in our theso United States sion (FTC). As competition law clients enforcement has spread around globe, has our ex(FTC). As competition enforcement has spread around the globe,the so has experience in Shumaker has themerger depth of of experience toDepartment effectively assist clients withTrade their and before the Anti-trust Division the Justice and the Commission perience in advising clients on merger and cartel in Federal various otheranti-trust jurisdictions. advising clients on and cartel matters in variousmatters other jurisdictions. competition needs. Welaw represent clientshas ininmerger and cartel investigations inparallel the experience United States (FTC). As competition enforcement spread around globe, so of has our in Our anti-trust lawyers are experienced managing the the complexities premerger Shumaker has the depth of experience to effectively assist clients with their anti-trust and before the Anti-trust Division ofcartel theinvestigations Justice Department and the of Federal Trade Commission Our anti-trust lawyers are experienced inmatters managing theforeign complexities parallel premerger advising clients onbusiness-practice merger and in various other jurisdictions. proceedings and by competition authorities. Weproceedhave competition needs. We represent clients in merger and cartel investigations in the United States ings and business-practice investigations by foreign competition authorities. We have prepared (FTC). As competition law enforcement has spread around the globe, so has our experience in Our anti-trust lawyersfilings, are experienced in managingand theworked complexities of parallel prepared premerger defended investigations with local counselpremerger in foreign before Anti-trust Division ofcartel theinvestigations Justice and the Federal Trade premerger filings, defended investigations andDepartment worked with local counsel in foreignCommission jurisdictions. advisingthe clients on merger and matters in various other jurisdictions. proceedings and business-practice by foreign competition authorities. We have jurisdictions. (FTC). As competition law enforcement has around the globe, hasparallel our experience in Our anti-trust lawyers are experienced in spread managing the complexities of prepared premerger defended investigations and worked withso local counsel in foreign With the support of thefilings, firm’s strong regulatory practices, we represent clients in manypremerger industries With the clients support of the and firm’scartel strong regulatory practices, we represent clientsWe in have many advising onbusiness-practice merger matters in various othercompetition jurisdictions. proceedings and investigations foreign jurisdictions. that are regulated or have been deregulated inbyrecent decades. Weauthorities. represent clients as industries that are regulated or have been deregulated in recent decades. We represent clients Our anti-trust lawyers are experienced in managing the complexities of parallel premerger prepared premerger filings, defended investigations and worked with local counsel in foreign With the support of the class firm’s strong regulatory practices, we represent clients in many defendants in private actions, other complex treble-damage litigation andindustries parens asproceedings defendantsand in business-practice private class actions, other complex treble-damage litigation and parens investigations by foreign competition authorities. We have jurisdictions. that are cases regulated or have beenattorneys deregulated in recent decades. We represent as patriae brought by state general. We are also experienced with clients handling patriae cases brought by state attorneys general. We are also experienced with handling prepared premerger filings, defended investigations andwe worked with clients local counsel in foreign With the support of the firm’s strong regulatory practices, represent in many defendants in private class actions, other treble-damage litigation andindustries parens state court class actions based on the unfair complex trade practice and consumer protection theories state court class actions based on the unfair trade practice and consumer protection theories jurisdictions. that are cases regulated or have been deregulated in recent decades. We represent as patriae brought state attorneys general. We are also experienced with clients handling that plaintiffs often use tobyavoid federal court. that plaintiffs often use to avoid federal court. With the support of the class firm’s strong regulatorycomplex practices,treble-damage we represent clients in many defendants in private actions, litigation andindustries parens state court class actions based on the other unfair trade practice and consumer protection theories that are cases regulated or have beenattorneys deregulated in recent decades. We represent as patriae brought byavoid state general. We are also experienced withclients handling that plaintiffs often use to federal court. defendants in private class actions, treble-damage litigation and theories parens state court class actions based on theother unfair complex trade practice and consumer protection A Summary Anti-trust Practice: A Summary of of Shumaker’s Shumaker’s Anti-trust Practice: patriae casesoften brought byavoid statefederal attorneys general. We are also experienced with handling that plaintiffs use to court. state court class actions based on the unfair trade practice and consumer protection theories Compliance Counseling A Summary ofAnti-trust Shumaker’s Anti-trust Practice: Cartels and Monopolies that plaintiffs often use to avoid federal court. Anti-trust Compliance Counseling andMonopolies Sector Inquiries Cartels and A Summary of Complaints Shumaker’s Anti-trust Practice: Anti-trust Compliance Counseling Complex Anti-trust Litigation and Class Actions Complaints and Sector Inquiries Cartels Monopolies Government Civiland Investigations Litigation A Summary ofAnti-trust Shumaker’s Anti-trust Practice: Complex Litigation andand Class Actions Anti-trust Compliance Counseling Complaints andCriminal Sector Inquiries Grand Juries and Prosecutions Government Civil Investigations and Litigation Cartels and Monopolies Complex Litigation and Class Actions Mergers and Acquisitions GrandAnti-trust Juries and Criminal Prosecutions Anti-trust Compliance Counseling Complaints and Sector Inquiries Government Civil Investigations and Litigation Mergers and Acquisitions Cartels and Monopolies Complex Litigation and Class Actions GrandAnti-trust Juries and Criminal Prosecutions Complaints and Sector Inquiries Government Civil Investigations and Litigation Mergers and Acquisitions Complex Litigation and Class Actions GrandAnti-trust Juries and Criminal Prosecutions 16 16 16 16 Government Civil Investigations and Litigation Mergers and Acquisitions Grand Juries and Criminal Prosecutions Mergers and Acquisitions / / GLOBAL ANTI-TRUST AND COMPETITION INTELLECTUAL PROPERTY / /INTERNATIONAL GLOBAL ANTI-TRUST AND COMPETITION / / GLOBAL ANTI-TRUST AND COMPETITION / / GLOBAL ANTI-TRUST AND COMPETITION Shumakerrepresents has the depth effectively property assist clients withincluding their anti-trust Shumaker clientsofinexperience all of theirto intellectual needs, their and most competitionand needs. We represent clientsproperty in mergerneeds, and cartel investigations in the United States challenging complex intellectual regardless of geographic boundaries. Shumaker has the depth of of experience toDepartment effectively assist clients with their with anti-trust Shumaker receive the in-depth intellectual property knowledge, along the and globbefore theclients Anti-trust Division the Justice and the Federal Trade Commission alcompetition resources and extensive professional network ofand our cartel international both of which are needs. Welaw represent clientshas in merger investigations in our the United States (FTC). As competition enforcement spread around the globe,practice, so has experience in essential for has keeping our clients ahead theirto markets. Shumaker the depth of of experience effectively assist clients withTrade their anti-trust and before Anti-trust Division the of Justice Department and the Federal Commission advisingthe clients on merger and cartel matters in various other jurisdictions. competition needs. Welaw represent clientshas ininmerger and cartel investigations inparallel the experience United States (FTC). As competition enforcement spread around globe, so of has our in Our anti-trust lawyers are experienced managing the the complexities premerger Shumaker’s lawyers develop asset management and protection strategies designed toand help Shumaker has the depth of experience to effectively assist clients with their anti-trust before the Anti-trust Division ofcartel theinvestigations Justice and the Federal Trade Commission advising clients onbusiness-practice merger and mattersDepartment in various other jurisdictions. proceedings and by foreign competition authorities. We have clients manage risk, continue growth and protect market share around the globe. We understand competition needs. We represent clients in merger and cartel investigations in the United States (FTC). As competition law enforcement has spread around the globe, so has our experience in Our anti-trust lawyersfilings, are experienced in managingand theworked complexities of parallel premerger prepared premerger defendedwhich investigations with local counsel foreign the commercial issues and pressures arise from intellectual property disputesinor related before the Anti-trust Division ofcartel the Justice Department and the Federal Trade Commission advising clients onbusiness-practice merger and matters in various other jurisdictions. proceedings and by foreign competition authorities. We have jurisdictions. negotiations and provide innovativeinvestigations and strategic solutions to deal with such issues and (FTC). As competition law enforcement has spread around the globe, so has our experience in Our anti-trust lawyers are experienced in managing the complexities of parallel premerger prepared premerger filings, defended investigations andwe worked withclients local counsel in foreign With the support of the firm’scross-jurisdictional strong regulatory practices, represent in many industries pressures. We provide strong intellectual property support, managed either locally, advising clients on merger and cartel matters in various other jurisdictions. proceedings and business-practice investigations foreigndecades. competition We have jurisdictions. centrally through a or series of been networking arrangements. that areorregulated have deregulated inbyrecent Weauthorities. represent clients as Our anti-trust lawyers are experienced in managing the complexities of parallel premerger prepared premerger filings, defended investigations and worked with local counsel in foreign With the support of the class firm’s strong regulatory practices, we represent clients in many defendants in private actions, other complex treble-damage litigation andindustries parens proceedings and business-practice investigations by foreign competition authorities. We have Often, intellectual property issues do not arise in a vacuum—they transcend other practice jurisdictions. that are cases regulated or have beenattorneys deregulated in recent decades. We represent as patriae brought by state general. We are also experienced with clients handling areas such as other commercial transactions and anti-trust. Our lawyers routinely guide our prepared premerger filings, defended investigations andwe worked with clients local counsel in foreign With support of the firm’s strong regulatory practices, represent in many defendants in private class actions, other treble-damage litigation andindustries parens statethe court class actions based on the unfair complex trade practice and consumer protection theories clients through the intellectual property aspects associated with other commercial transactions and jurisdictions. that are cases regulated or have been deregulated in recent decades. We represent as patriae brought byavoid state attorneys general. We are also experienced with clients handling that plaintiffs often use to federal court. other complex, cross-practice matters. With the support of the firm’s strong regulatorycomplex practices,treble-damage we represent clients in many defendants in private actions, litigation andindustries parens state court class actionsclass based on the other unfair trade practice and consumer protection theories that are cases regulated or have beenattorneys deregulated in recent decades. We represent as patriae brought byavoid state general. We are also experienced withclients handling that plaintiffs often use to federal court. defendants in private class actions, treble-damage litigation and theories parens state court class actions based on theother unfair complex trade practice and consumer protection A Summary of Shumaker’s International Intellectual Property Law Expertise: patriae brought byavoid state attorneys general. We are also experienced with handling Acases Summary of Shumaker’s Anti-trust Practice: that plaintiffs often use to federal court. state court class actions based on the unfair trade practice and consumer protection theories Analysis and Management Audits Non-disclosure, Confidentiality that plaintiffs often use to avoid federal court. Compliance and Employment Agreements Anti-trust Compliance Counseling A Summary of Shumaker’s Anti-trust Practice: Patents Cartels and Monopolies A Summary ofCopyrights Shumaker’s Anti-trust Practice: Anti-trust Compliance Counseling Due Diligence Privacy and Data Protection Complaints and Sector Inquiries Licensing Proceedings Cartels and Monopolies Complex Anti-trust Litigation and Class Actions Anti-trust Compliance Counseling Litigation and Section 337 International Trade Proceedings Trademarks Complaints Sector Government Civil InvestigationsInquiries and Litigation Cartels and Monopolies Merchandising Trade Secrets Complex Litigation and Class Actions GrandAnti-trust Juries and Criminal Prosecutions Anti-trust Compliance Counseling Complaints and Sector Inquiries Government Civil Investigations and Litigation Mergers and Acquisitions Cartels and Monopolies Complex Litigation and Class Actions GrandAnti-trust Juries and Criminal Prosecutions Complaints and Sector Inquiries Government Civil Investigations and Litigation Mergers and Acquisitions Complex Litigation and Class Actions GrandAnti-trust Juries and Criminal Prosecutions A Summary of Shumaker’s Anti-trust Practice: 16 Government Civil Investigations and Litigation Mergers and Acquisitions Grand Juries and Criminal Prosecutions Mergers and Acquisitions 16 16 16 17 DISPUTE RESOLUTION / /INTERNATIONAL I N T E R N AT I O NAL D I SP U TE RESO LU T I ON Cross-border disputes are increasingly common, involving different cultures, legal systems and business concepts.disputes In conjunction with ourcommon, extensiveinvolving professional network, Shumaker’s lawyers advise Cross-border are increasingly different cultures, legal systems and business clients on foreign legal systems, common and civil law, on every step of the dispute resolution concepts. In conjunction withboth our extensive professional network, Shumaker’s lawyers advise process the drafting disputeboth resolution clauses to the conduct ofstep the of proceedings to the clientsfrom on foreign legal of systems, common and civil law, on every the disputeand resolution enforcement thedrafting arbitralofawards. can recommend qualified and expert witprocess fromofthe disputeWe resolution clauses tosuitably the conduct of arbitrators the proceedings and to nesses. We also advise dispute We resolution methods such as mediation can provide the enforcement of on thealternative arbitral awards. can recommend suitably qualifiedand arbitrators and guidance on the best dispute resolution options in any given situation. expert witnesses. We also advise on alternative dispute resolution methods such as mediation and can provide guidance on the best dispute resolution options in any given situation. Arbitration // Arbitration International arbitration procedures have been designed to overcome these difficulties. Many business- arbitration procedures have beenagreements designed to these difficulties. Many esInternational adopt arbitration provisions in their commercial soovercome that any disputes may be resolved businesses adopt arbitration provisions in their commercial agreements so that any disputes may efficiently. be resolved efficiently. Our international arbitration practice has handled cross-border disputes involving jurisdictions. Our international arbitration practice has handled cross-border disputesforeign involving foreign We have helped clients worldwide reap the benefits of international arbitration procedures, including: jurisdictions. We have helped clients worldwide reap the benefits of international arbitration flexibility in procedures and rules of evidence; flexibility as to selecting who will determine the disprocedures, including: flexibility in procedures and rules of evidence; flexibility as to selecting pute; greater ease of worldwide enforcement under international conventions; greater levels of confiwho will determine the dispute; greater ease of worldwide enforcement under international dentiality; and greater neutrality. conventions; greater levels of confidentiality; and greater neutrality. 18 18 Our firm experience working withwith all major Our firm hashasexperience working all arbitral major institutions and rules including: arbitral institutions and rules including: American Arbitration Association/International Centre for for Dispute (AAA/ICDR) American Arbitration Association/International Centre DisputeResolution Resolution (AAA/ICDR) International Centre for Settlement of Investment Disputes International Centre for Settlement of Investment Disputes (ICSID) (ICSID) International Chamber of Commerce (ICC) International Chamber of Commerce (ICC) Court of International Arbitration (LCIA) London London Court of International Arbitration (LCIA) Stockholm Chamber of Commerce (SCC) Stockholm Chamber of Commerce (SCC) UNCITRAL Arbitration Rules UNCITRAL Arbitration Rules Shumaker’slawyers lawyers understand thethe five Shumaker’s understand elements of of any five keykey elements anyarbitration: arbitration: Drafting a proper arbitration agreement Drafting a proper arbitration agreement Knowledge of the arbitration rules promulgated by various international institutions Knowledge of the arbitration rules promulgated by various international institutions Understanding of the regional and global treaties relating to cross-border arbitration Understanding oftothe global treaties relating to arbitration Access theregional nationaland procedural laws applicable to cross-border a given dispute AccessEnforcement to the national procedural laws applicable to a given dispute of arbitration agreements and arbitral awards Enforcement of arbitration agreements and arbitral awards 19 19 International Litigation // // GLOBAL ANTI-TRUST AND COMPETITION Increasingly, companies must manage risks inherent in doing business internationally or locally. When disputes arise, Shumaker’s experienced litigators are prepared to represent our clients’ interests. With our global professional network, our lawyers understand the legal, business and procedural develop- GLOBAL ANTI-TRUST AND COMPETITION ments in jurisdictions throughout the world. Our lawyers collaborate with clients and counterparts to identify and execute the most advantageous Shumaker has the depth of experience to effectively assist clients with their anti-trust and business-oriented solutions, either by pursuing or defending litigation or through alternative methods, such competition as mediation.needs. We represent clients in merger and cartel investigations in the United States Shumaker the depth of of experience effectively and assistthe clients withTrade their anti-trust and before the has Anti-trust Division the JusticetoDepartment Federal Commission competition needs. Welaw represent clients in merger and cartel investigations in our the and United States (FTC). As competition enforcement has spreadour around the globe, so has experience in We maintain state-of-the-art technology that streamlines case and cost management enhancbefore Anti-trust Division of the Justice andplatform the Federal Trade information Commission es efficiencies across ourmerger operations and provides aDepartment communications for sharing advisingthe clients on and cartel matters in various other jurisdictions. and documents withlawyers our clients. (FTC). As competition law around globe, so of hasparallel our experience in Our anti-trust areenforcement experiencedhas in spread managing the the complexities premerger advising clients onbusiness-practice merger and cartel matters in various othercompetition jurisdictions.authorities. We have proceedings and investigations by foreign Cross-border litigation is often complex and difficult to predict. Shumaker can coordinate and impleOur anti-trust lawyersfilings, are experienced in managingand theworked complexities of parallel prepared premerger defended investigations with local counselpremerger in foreign ment an effective litigation strategy to maximize outcome and minimize risks. proceedings jurisdictions. and business-practice investigations by foreign competition authorities. We have prepared premerger filings, investigations andwe worked withclients local counsel foreign With the support of the firm’sdefended strong regulatory practices, represent in many in industries A Summary of Shumaker’s International Dispute Resolution Expertise: that are cases regulated or have beenattorneys deregulated in recent decades. We represent as patriae brought by state general. We are also experienced with clients handling jurisdictions. that are regulated or have been deregulated in recent decades. We represent clients as With the support of the class firm’s strong regulatory practices, we represent clients in many defendants in private actions, other complex treble-damage litigation andindustries parens defendants in private actions, treble-damage litigation and theories parens state court class actionsclass based on the other unfair complex trade practice and consumer protection patriae casesoften brought byavoid statefederal attorneys general. We are also experienced with handling that plaintiffs use to court. Ability to class Determine thebased Most Favorable Applicable Law in Multi-jurisdictional Disputes theories state court actions on the unfair trade practice and consumer protection Draft federal Arbitration Agreements and Provisions that plaintiffs oftenAbility use totoavoid court. Understanding of Regional and Global Treaties A Summary ofCases Shumaker’s Practice: Dismissal of for Inconvenient Anti-trust or Improper Forums A Summary Shumaker’s Practice: Engagementof of Effective Industry andAnti-trust Foreign Law Experts Enforcement of Foreign Judgments Anti-trust Compliance Counseling Familiarity with the National Procedural Laws and Courts Cartels and Monopolies Anti-trust Compliance Counseling Complaints and Sector Inquiries Filing and Litigating Anti-Suit Injunctions Full Knowledge of Arbitration Rules Cartels and Monopolies Complex Anti-trust Litigation and Class Actions Multi-jurisdictional Conflict Resolution Complaints and Sector Government Civil InvestigationsInquiries and Litigation Multi-jurisdictional Litigation Coordination, Management and Supervision Complex Anti-trust Litigation and Class Actions Grand Juries and Prosecutions Obtaining Evidence inCriminal Foreign Jurisdictions Government Civil Investigations and Litigation Mergers and Acquisitions Securing Injunctive and Other Interim Relief Foreign Jurisdictions Grand Juries and Criminal Prosecutions Selection of Effective and Capable Foreign Local Counsel Mergers and Acquisitions 20 16 GLOBAL BANKRUPTCY AND INSOLVENCY Shumaker’s global bankruptcy and insolvency lawyers have substantial experience in representing parties in complex, global insolvency matters. Shumaker’s bankruptcy and insolvency practice group has substantial experience in handling cross-border and international insolvencies. Members of our bankruptcy practice are also actively involved in lecturing and writing on international bankruptcy topics and have authored numerous articles and other materials relating to debtors’ and creditors’ rights. Shumaker’s global bankruptcy and insolvency practice group can rapidly assemble and deliver the right team of lawyers and other professionals to deliver a skillful, comprehensive and value-added solution to global insolvency-related issues. Our bankruptcy and insolvency practice group represents secured and unsecured creditors, committees (both official and ad hoc), bondholders, asset purchasers, equity sponsors, debtors, trustees and other parties involved in financial restructuring transactions and cases, both in and out of court. A Summary of Shumaker’s Global Insolvency Expertise: Bankruptcy Litigation, such as Preferential Transfers, Fraudulent Transfers and Equitable Subordination Complex Loan Restructurings and Debtor-in-Possession and Exit Financings Executory Contracts, Leases, Intellectual Property Licenses and Forward, Swap and Trading Contracts International Bankruptcy Cases, International Insolvency Arbitrations and Chapter 15 Proceedings Valuation and Solvency Proceedings UNCITRAL and European Union Regulation Matters Lender Liability Controversies Mediation of Bankruptcy Disputes Prepackaged, Pre-Negotiated and Traditional Chapter 11 Plans Substantive Consolidation, Recharacterization and Officer and Director Liability 21 // // // // GLOBAL ANTI-TRUST AND COMPETITION FCPA AND GLOBAL ANTI-TRUST AND COMPETITION INTERNATIONAL ANTI-CORRUPTION GLOBAL ANTI-TRUST AND COMPETITION Shumaker has the depth of experience to effectively assist clients with their anti-trust and competition needs.ANTI-TRUST We represent clients in merger and cartel investigations in the United States GLOBAL AND COMPETITION Shumaker’s International practice includes a Federal Corrupt Practices Act (“FCPA”) and Shumaker the depth of of experience effectively and assistthe clients withTrade their anti-trust and before the has Anti-trust Division the JusticetoDepartment Federal Commission International Anti-Corruption practice team, offering comprehensive and practical compliance advice competition needs. Welaw represent clientshas in merger cartel investigations in our the experience United States (FTC). As competition enforcement spreadand around the globe, so has in and representation from experienced lawyers. Shumaker has the depth of experience to effectively assist clients with their anti-trust and before the Anti-trust Division ofcartel the Justice andjurisdictions. the Federal Trade Commission advising clients on merger and mattersDepartment in various other competition needs. We represent clients in merger and cartel investigations in our the experience United States (FTC). As competition law the globe, has Our anti-trust lawyersand areenforcement experiencedhas in spread managing complexities of parallel premerger Recent investigations enforcement actions by around the the Department ofsoJustice (“DOJ”) and in the Shumaker has the depth of experience to effectively assist clients with their anti-trust and before the Anti-trust Division of the Justice Department and the Federal Trade Commission advising clients onbusiness-practice merger and cartel mattershave in various othercompetition jurisdictions. proceedings investigations by foreign We have Securities and and Exchange Commission (“SEC”) demonstrated the need authorities. for the experience and competition needs. Welaw represent clientshas in merger and cartel investigations in our the experience United States (FTC). As competition enforcement spread around the globe, so has in Our anti-trust lawyersfilings, are experienced in managing theworked complexities of parallel premerger expertise ofpremerger Shumaker’s FCPA and Anti-Corruption practice team. Our are experienced prepared defended investigations and withlawyers local counsel in foreignin before the Anti-trust Division ofcartel the compliance Justice and the and Federal Trade “best Commission advising clients onbusiness-practice merger and mattersDepartment in audits various other jurisdictions. proactive risk assessment, conducting and training developing practice” proceedings and investigations by foreign competition authorities. We have jurisdictions. (FTC). As competition law enforcement has spread around the globe, so also hasparallel our experience in compliance policies and procedures. Shumaker’s international lawyers have appeared before the Our anti-trust lawyers are experienced in managing the complexities of premerger prepared premerger filings, investigations andwe worked withclients local counsel foreign With the support of the firm’sdefended strong regulatory practices, represent in many in industries advising clients on merger and cartel matters in various othercompetition jurisdictions. SEC, in response tobusiness-practice DOJ actions and investigations have directed theforeign response to government investigations and proceedings and by authorities. We have jurisdictions. that are regulated or have been deregulated in recent decades. We represent clients as the conduct of internal corporate investigations. Shumaker have provided the due diligence Our anti-trust lawyersfilings, are experienced in managing thelawyers complexities of parallel premerger prepared premerger investigations and worked withclients local counsel in foreign With the support of the class firm’sdefended strong regulatory practices, we represent in many defendants in private actions, other complex treble-damage litigation andindustries parens necessary to insure our clients againstinvestigations successor liability for corrupt practicesauthorities. in cross-border merger proceedings and business-practice by foreign competition We have jurisdictions. that are cases regulated or have beenattorneys deregulated in recent decades. We represent clients as patriae brought by state general. We are also experienced with handling and acquisition transactions. We have also provided guidance to our clients to protect them from prepared premerger filings, defended investigations andwe worked withclients local counsel in foreign With the support of the firm’s strong regulatory practices, represent in many industries defendants in private class complex treble-damage litigation and parens stateresponsibility court class actions based the other unfairparty tradeinternational practice and consumer protection theories FCPA for the actsactions, ofontheir third intermediaries, foreign distributors, jurisdictions. that are cases regulated or have beenattorneys deregulated in recent decades. We represent as patriae brought byavoid state general. We are also experienced with clients handling that plaintiffs often use to federal court. brokers and other agents. With the support of the firm’s strong regulatorycomplex practices, we represent clients in many defendants in private actions, treble-damage litigation andindustries parens state court class actionsclass based on the other unfair trade practice and consumer protection theories that are cases regulated or have beenattorneys deregulated in recent decades. We represent as patriae brought byavoid state general. We are also experienced with clients handling that plaintiffs often use to federal court. defendants in private actions, treble-damage litigation and theories parens state court class actionsclass based on the other unfair complex trade practice and consumer protection A Summary of Shumaker’s FCPA and International A Anti-Corruption Summary of Shumaker’s Anti-trust Practice: Experience & Expertise: state court class actions based on the unfair trade practice and consumer protection theories that plaintiffs often use to avoid federal court. A Summary of Shumaker’s Anti-trust Practice: patriae casesoften brought byavoid statefederal attorneys general. We are also experienced with handling that plaintiffs use to court. Anti-trust Compliance Counseling Cartels and Monopolies A Summary Compliance of Shumaker’s Anti-trust Practice: Audits, Counseling and Training Appearance before Federal Government Agencies & Foreign Tribunals Anti-trust Compliance Counseling Complaints and Sector Inquiries Cartels and Monopolies Complex Anti-trust Litigation and Class Actions Global Settlements Anti-trust Compliance Counseling Complaints and Sector Inquiries Government Civil Investigations and Litigation Government Investigations Cartels and Monopolies Complex Anti-trust Litigation and Class Actions Grand Juries and Criminal Prosecutions Responding to and Conducting Internal Investigations Anti-trust Compliance Counseling Complaints and Sector Inquiries Government Civil Investigations and Litigation Mergers and Monopolies Acquisitions Merger/Acquisition/Joint Venture Due Diligence Cartels and Complex Anti-trust Litigation and Class Actions Grand and Criminal Prosecutions Due Juries Diligence of Third-Party Intermediaries Complaints and Sector Inquiries Government Civil Investigations and Litigation Mergers and Acquisitions Complex Litigation and Class Actions GrandAnti-trust Juries and Criminal Prosecutions A Summary of Shumaker’s Anti-trust Practice: Risk Assessment & Development of Compliance Policies and Procedures 16 22 16 Government Civil Investigations and Litigation Mergers and Acquisitions Grand Juries and Criminal Prosecutions Mergers and Acquisitions IMMIGRATION Immigration management is essential to a client’s ability to establish a stable workforce. Shumaker lawyers understand this and have solid expertise and experience in this field of practice, gained over years of professional practice. Shumaker’s immigration practice group provides comprehensive legal support to assist domestic, foreign and global companies in the transfer of personnel into the United States for work-related reasons. We also assist clients in the transfer of personnel abroad by ensuring issuance of the proper immigration documents in foreign jurisdictions. Our immigration practice group is particularly effective in representing our immigration clients, as members of our group come from culturally diverse backgrounds and are able to communicate effectively in many languages. Shumaker’s substantial expertise in immigration law includes applying for and obtaining (1) nonimmigrant visas, such as B-1 business, E-1 and E-2 treaty trader and treaty investor, J-1 exchange visitor, L-1 intracompany transferee, H, Ev and TN visas; and (2) permanent resident status and U.S. citizenship. A Summary of Shumaker’s Immigration Law Expertise: Nonimmigrant United States Visas Permanent Resident Status in the United States and United States Citizenship Applicable Visas and Documents in Foreign Jurisdictions 16 16 16 16 23 Mergers and Acquisitions Government Civil Investigations and Litigation Mergers and Acquisitions Grand Juries and Criminal Prosecutions Complex Litigation and Class Actions GrandAnti-trust Juries and Criminal Prosecutions Portuguese Portuguese LANGUAGES // L A N G U A G E S Portuguese // L A N G U A G E S German French English German Italian French English Italian Spanish Spanish Portuguese Portuguese Portuguese Po Because international clients have needs that are different from our domestic clients, our knowledge of foreign languages and cultures, as well as access to an extensive global professional network, helps us to advise clients Because international clients have needs that are different from our domestic clients, our knowledge of on cross-border business transactions and cross-border disputes. We have lawyers fluent in American Sign Lanforeign languages and cultures, as well as access to an extensive global professional network, helps us to guage, clients Amharic, Chinese, Croatian, French, and German, Greek, Italian, Korean, Portuguese, advise on Bosnian, cross-border business transactions cross-border disputes. WeNorwegian, have lawyers fluent in Russian, Serbian and Spanish.Amharic, Bosnian, Chinese, Croatian, French, German, Greek, Italian, Korean, American Sign Language, Norwegian, Portuguese, Russian, Serbian and Spanish. // L A N G U A Norwegian Russian Bosnian Croatian Serbian Korean Greek English Chinese Amharic Spanish Portugue SLK-LAW.COM SLK-LAW.COM 25 25 26 26 CULTURE MISSION AND VALUES Shumaker offers each client legal services tailored to the client’s particular needs and business goals. Shumaker’s high quality legal services are provided at competitive billing rates by deploying the appropriate team of lawyers and staff to handle each matter as it arises. In everything we do, the lawyers and staff at Shumaker strive to obtain and retain enduring client relationships. Our lawyers and staff are enthusiastic about the firm, its clients and the practice of law. The lawyers and staff at Shumaker earn the loyalty of clients through superior service, value, hard work, collaboration and respect for others. Shumaker’s values demonstrate the following: Clients are First In all we do, the client’s interests are our focus. Client satisfaction with the service and value we deliver is our first priority. Respect Shumaker believes every person can add value and perspective to a situation. Respect for individuals and the contributions they make are an important part of the culture of the firm. Partners are Owners The firm’s partners are owners of the firm and act like owners by working in ways that support their responsibility to their partners and perpetuate the firm beyond their respective tenure. Community Involvement and Service Shumaker is a strong supporter of national and local nonprofit organizations in each of its five locations and firmly believes in giving back to the communities it serves through the donation of talent, time and financial resources. 27 W. Thad Adams, III Partner Our Team Copyright Prosecution Intellectual Property Mediation and Litigation Counseling Patent, Trademark and Copyright Law M. Scott Aubry Partner Antitrust and Trade Regulation Corporate Law / Business Organizations Corporate Securities International Transactions Mergers and Acquisitions / Divestitures Steven M. Berman Partner Bankruptcy, Insolvency and Creditors’ Rights Commercial Litigation Federal Court Litigation Michael M. Briley Partner Antitrust and Trade Regulation Corporate Law / Business Organizations Corporate Compliance and Business Crimes Defense INVOLVED David H. Conaway Partner Bankruptcy, Insolvency and Creditors’ Rights Commercial Transactions Corporate Law / Business Organizations Financial Institutions International Transactions Juilo C. Esquivel Partner Corporate Law / Business Organizations Franchise and Distribution Law International Transactions Mergers and Acquisitions/ Divestitures Securities Law S Steven S. Grieco Partner Corporate Law / Business Organizations Corporate Securities Financing Transactions Healthcare International Transactions Mergers and Acquisitions/ Divestitures Daryl L. Hollnagel Partner Commercial Transactions Corporate Law / Business Organizations International Transactions Mergers and Acquisitions/ Divestitures 29 W. Kent Ihrig Partner Bankruptcy, Insolvency and Creditors’ Rights Commercial Transactions Corporate Law / Business Organizations Financial Institutions FinancialTransactions Real Estate Our Team Andrew L. McIntosh Partner Corporate-Commercial Distribution, Licensing and Franchising International Transactions Joint Ventures Mergers and Acquisitions/ Divestitures Maria del Carmen Ramos Partner Antitrust and Trade Regulation Corporate Law / Business Organizations Corporate Compliance and Business Crimes Defense Jennifer G. Roeper Partner Immigration Labor and Employment 30 SLK-LAW.COM Richard D. Rogovin Of Counsel Alternative Dispute Resolution Commercial Litigation Corporate Law / Business Organizations International Transactions S James I. Rothschild Partner Bankruptcy, Insolvency and Creditors’ Rights Corporate Compliance and Business Crimes Defense Commercial Transactions Corporate Law / Business Organizations Franchise and Distributions Mergers and Acquisitions/ Divestitures Joseph J. Santaniello Partner Commercial Transactions Corporate Law / Business Organizations Franchise and Distribution Intellectual Property International Transactions Mergers and Acquisitions/ Divestitures Darrell C. Smith INVOLVED Partner Corporate Law / Business Organizations Corporate Securities Financing Transactions International Transactions Mergers and Acquisitions/ Divestitures Venture Capital 31 David F. Waterman Partner Bonds and Public Finance Corporate Law / Business Organizations Estate Planning Mergers and Acquisitions/ Divestitures Taxation David W. Wicklund Partner Antitrust and Trade Regulation Bankruptcy, Insolvency and Creditors’ Rights Commercial Litigation Federal Court Litigation Intellectual Property Our Team Gregory C. Yadley Partner Corporate Law / Business Organizations Corporate Securities Financial Institutions Mergers and Acquisitions/ Divestitures Mechelle Zarou Partner Employment and Labor Immigration International Transactions Workers’ Compensation 32 LOCATIONS 101 South Tryon Street, Suite 2200 Charlotte, NC 28280 Huntington Center 41 South High Street, Suite 2400 Columbus, OH 43215 240 South Pineapple Avenue, 10th Floor Sarasota, FL 34236 Bank of America Plaza 101 East Kennedy Boulevard, Suite 2800 Tampa, FL 33602 1000 Jackson Street Toledo, OH 43604 SLK-LAW.COM 34 2 SARASOTA TOLEDO TAMPA 941.366.6660 419.241.9000 813.229.7600 CHARLOTTE 704.375.0057 ■ CHARLOTTE TOLEDO ■ COLUMBUS ■ SARASOTA ■ TAMPA ■ TOLEDO 704.375.0057 614.463.9441 419.241.9000 941.366.6660 813.229.7600 419.241.9000 COLUMBUS 614.463.9441 CHARLOTTE 704.375.0057 SARASOTA 941.366.6660 QUICK CONTACTS COLUMBUS 614.463.9441 ScottTAMPA Aubry |Toledo| [email protected] | 419.321.1218 813.229.7600 QUICK CONTACTS QUICK SARASOTA 941.366.6660 David H.CONTACTS Conaway | Charlotte | [email protected] | 704.945.2149 Scott Aubry |Toledo| [email protected] | 419.321.1218 Scott Aubry |Toledo| [email protected] | 419.321.1218 SLK-LAW.COM TOLEDO 419.241.9000 TAMPA 813.229.7600 David H. 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