January Present: Freelance Corporate/Securities/Contract Paralegal and CEO

Transcription

1 RESUME OF BARBARA JEAN COWELL WORK EXPERIENCE: January Present: Freelance Corporate/Securities/Contract Paralegal and CEO ROC Legal Support Services, Inc. Corona, California Corporate, Securities, Contracts, Financings, and Mergers and Acquisitions Paralegal Perform corporate, securities, venture capital and transactional paralegal duties including but not limited to drafting and amending medical software contracts, corporate compliance and clean-up of medical and professional corporations; formations of various corporate entities including limited liability companies, limited partnerships and corporations; assisting with dissolutions, due diligence projects, blue sky and securities compliance issues, asset sales, financings and merger and acquisition projects for both private and public companies. Research, coordinate and implement stockholder voting through public company transfer agent (Depository Trust Company) and banks for the purposes of distributing final assets to record stockholders and thereafter, effecting dissolution of a private Delaware corporation. Assist with private college financings including drafting documents, and overseeing closings. Consultant to law firms, organizing,, hiring and training staff, and overseeing day to day law firm operations to implement training for legal assistants and staff and notarizing documents. November January 2005: Sr. Corporate Paralegal Paul Hastings Janofsky & Walker LLP Corporate, Securities, Financing and Healthcare Law Prepare broker - dealer licenses and supporting documentation for new brokers and mutual funds. Assist with due diligence and documentation for mergers, acquisitions, financings and transactional assignments. Assist with corporate clean-up for healthcare facilities and HMOs. Research and file appropriate blue sky filings for mutual funds and private placements. Assist with setting up trusts, limited liability companies, limited partnerships and corporations. Dissolution, cancellation and withdrawals of limited liability companies, domestic in various states. Research and investigate real estate transactions in connection with due diligence. Work with and assist 18 attorneys as only corporate paralegal in the San Francisco office. 1

2 January November 2004: Sr. Corporate Paralegal to Founder, Nick E. Yocca; and Corporate Paralegal Supervisor Stradling Yocca Carlson & Rauth Newport Beach, California Corporate and Securities Law Form companies and perform corporate clean-up non-compliant companies including implementing option plans and auditing stock and option journals. Review, edit and coordinate public company filings including press releases, proxy statements, 10-Qs, 10-Ks, 8-Ks and prepare Rule 144 opinion letters for insider trading. Consult and work directly for President of firm, reviewing agreements and preparing various ancillary agreements to debt financings, private placements and mergers and acquisitions. Perform due diligence in connection with various transactions and on new public company clients, and assist attorneys with multi-million dollar transactions from beginning to end. Interview, hire, train and mentor law clerks, interns and junior paralegals and coordinate assignments between the Corporate Department and other departments. August January 2001: Legal Department Project Manager Winfire, Inc. (FreeDSL) Newport Beach, California Manage in-house Legal Department. Responsible for initial review of litigation matters and potential litigation matters, employment matters, regulatory matters, including tariffs and telecommunications and distribution and tracking of same. Also responsible for stock option plans, employment agreements, trademark and patent licensing and annual reporting for all 50 states. Resolve Blue Sky securities issues and assist with corporate financing, including preparation of due diligence and schedules for loans and stock sales. Coordinate patent and trademark applications (including watches) with outside counsel and company engineers. Report directly to Company s General Counsel and Chief Executive Officer. Review, draft and revise contracts including NDA Agreements, Content Distribution Agreements and other software related agreements. November August 2000: Paralegal and Paralegal Supervisor for Corporate Department Allen Matkins Leck Gamble & Mallory LLP Irvine, California Corporate, Securities, Anti-Trust Law & Real Estate Law Formation, compliance and qualifications of various entities including corporations, limited liability companies, limited partnerships and non-profit organizations (including mutual benefit corporations) and professional medical and legal corporations. Analyze, prepare and file Pre-Merger Notification and Report Forms pursuant to Hart-Scott-Rodino Anti-Trust Improvements Act of 1976, as amended ( HSR ) and coordinate with government agencies including Federal Trade Commission ( FTC ) and Department of Justice ( DOJ ). Analyze, file and amend Blue Sky filings with the 2

3 Securities Exchange Commission ( SEC ) and various states securities commissions. Assist corporate, real estate and tax attorneys in firm s San Diego, Irvine and West Los Angeles offices with mergers and acquisitions, loan transactions, real estate transactions and corporate financings including initial public offerings. Interview, hire, train, supervise and coordinate work load of two paralegals within the Corporate Department of the firm s Irvine office. October October 1998: Sr. Paralegal and Paralegal Supervisor Brobeck, Phleger & Harrison LLP Corporate, Securities, Anti-Trust Law & Intellectual Property Include drafting, preparing and filing all HSR Pre-Merger Notification and Report Forms for clients on a firm-wide basis (over 20 filings) and coordination of such HSR filings with the FTC and DOJ. Formation, compliance and qualifications of various corporate entities including corporations, limited liability companies, limited partnerships. Establish and obtain appropriate government permits and regulatory licenses, i.e. Medical/Dental Board licensing for physicians and dentists. Analyze, file and amend Blue Sky filings with the SEC and various states securities commissions. Assist attorneys from various departments with mergers and acquisitions, loan transactions, corporate financings including initial public offerings, and establishing healthcare medical groups. Interview, hire, train, supervise and coordinate work load of two junior paralegals within the Business and Technology Group of the firm s San Francisco office. April October 1997: Corporate/Real Estate Paralegal Law Offices of Anderlini, Finkelstein, Emerick & McSweeney San Mateo, California Formation, compliance and qualifications of various corporate entities including corporations, limited liability companies, limited partnerships. Research and draft shareholder agreements, employment agreements, manufacturing/consultant agreements, buy-sell agreements and stock purchase agreements. Assist with sale of real property including establishing escrow accounts, and filing appropriate deeds of trust and tax documents with the County Recorder. Assist with drafting wills and trusts and prepare and coordinate the filing of trademark forms for state and federal trademarks. Research and prepare opinions and memoranda of law, draft correspondence and corporate formalities letters to clients. September April 1997: Corporate Paralegal Customer Specialist C T Corporation System (Division of CCH) Perform corporate legal research, interacting with all U.S. State Officials regarding corporate compliance practices and maintaining good standing for corporations, LLCs, LP and LLPs. Preparing and filing incorporations, mergers, acquisitions, qualifications, reinstatements, withdrawals, amendments, tax clearances, dissolutions, annual report filings, UCC filings and other state documents. 3

4 Perform on-line search requests, good standing bring downs for financial closings, legalization of documents from various countries, world-wide. Prepare organizational documents for various entities, perform trademark searches. Worked directly with legal counsel of C T s San Francisco office. March March 1994 Full-Time Student of the University of San Francisco, Paralegal Studies Program, Graduating May February May 1991: Corporate and Litigation Paralegal and Executive Legal Secretary to Managing Partner Law Offices of Barger & Wolen Perform corporate research, maintain corporate documents and prepare stock transactions. Heavy litigation and arbitration, researched and prepared pleadings, briefs, opinions, discovery, file organization and trial preparation. Calendaring experience, trademark and patent preparation, correspondence, memoranda and heavy phone work. Assist and manage various assignments, including receptionist and paralegal training and billing practices. September February 1990: Receptionist, Litigation Paralegal, Legal Secretary, Office Manager and Bookkeeper Law Offices of Denenberg, Tuffley, Bocan, Jamieson, Black, Hopkins & Ewald Hired as a Receptionist/Legal Secretary, promoted several times until becoming Office Manager. Various duties include case management for civil litigation, document preparation for discovery and trial, calendaring, brief bank and opinion file maintenance. Hire, train and supervise all office support staff, and maintain all time-keeping records. Maintain library facilities, and purchase office supplies and equipment. Organize and coordinate office move to new location. Maintain accounting, receivables and collection matters and provide back-up support for legal secretaries, paralegals, law clerks and attorneys. 4

5 EDUCATION: AA in Liberal Studies - Santiago Community College, Orange, California Paralegal Certificate - University of San Francisco, Lawton School for Medical Assistants, Santa Ana, California ASSOCIATIONS: Orange County Paralegal Association (OCPA) National Association of Legal Assistants (NALA) California Paralegal Association (CAPA) University of San Francisco Alumni California Notary Public: Commission expires March 9, 2010 EXCELLENT COMPUTER SKILLS: Software: Windows 95, Microsoft Works, Microsoft Word 2003, Word 97, Microsoft Windows XP, WordPerfect 12, LegalSolutions, C T Advantage, Timeslips, QuickBooks 2008, Carpe Diem, Excel, Power Point, Lexis-Nexis, Various Internet Software Programs. Typing Speed: 70 wpm 5