Frank S. Jones, Jr.

Partner, Co-Chair of Business Department
Frank S. Jones, Jr.

Frank S. Jones, Jr.

PARTNER , CO-CHAIR OF BUSINESS DEPARTMENT
fjones@wtplaw.com
BALTIMORE
T: 410.347.8707
F: 410.223.3487



Co-chair of the firm's Business Department, Frank Jones has over 25 years of experience in business transactions, including M&A experience that extends to public and private companies, buy- and sell-side transactions, and all aspects of the acquisition process.  He has significant experience with equity and debt financings that include venture capital, private equity and public offerings.  

Mr. Jones has assisted clients in M&A, capital raising, licensing and IP protection strategies in a wide range of industries, including cyber security, government contracting, software and technology, finance, energy, electronics, life sciences, medical research, and nonprofits, among others.  He serves as outside general counsel to many clients which, while concentrated in the middle market, have ranged from Fortune 200 companies to entrepreneurs.  

He speaks frequently on business and technology topics.

Recognitions

  • AV Peer Review Rated: Martindale-Hubbell
  • Top Rated Lawyers: 2012
  • Maryland Super Lawyers: 2007-present
  • Recognized in Chambers USA: America's Leading Lawyers for Business, published by Chambers and Partners, 2017
  • Baltimore's Legal Elite, Baltimore SmartCEO Magazine: 2010-present
  • Best Lawyers in America: 2007-present
  • Named Best Lawyers' 2014 Maryland "Lawyer of the Year," Venture Capital Law
  • Best Attorneys in Maryland: 2006-present
 

Memberships & Activities

At WTP

  • Co-Chair: Business Department
  • Co-founder: past-Chair and current member of Technology & IP Section
  • Chair: Corporate and Securities Group


Leadership

  • Mr. Jones holds, or has held, leadership roles with various trade, business, charitable, bar and other groups including:
  • Member of the Board of Trustees: The Boys' Latin School of Maryland
  • Member of the Board of Directors: Greater Baltimore Technology Council
  • Member of the Board and Chair of Governance Committee: Johns Hopkins Burn Center
  • Member of the Board of Directors: Maryland Business and Technology Coalition


Memberships

  • Bar Memberships:
    • American Bar Association
    • Maryland State Bar Association 
    • District of Columbia Bar Association
  • Business/Trade Memberships:
    • ACG (Association for Corporate Growth) 
    • AFCEA (Armed Forces Communications and Electronics Association)
    • AILPA (American Intellectual Property Law Association)
    • CRTC (Chesapeake Regional Technology Council) 
    • GBTC (Greater Baltimore Technology Council) 
    • LES (Licensing Executives Society International) 
    • MAVA (Mid-Atlantic Venture Association) 
    • TCM (Technology Council of Maryland)
    • NASPP (National Association of Stock Plan Professionals)
    • Society of Corporate Secretaries and Governance Professionals
    • WTCI (World Trade Center Institute)
    • NACD (National Association of Corporate Directors)
  • Best Lawyers Designation
  • Chambers and Partners Designation

Mergers and Acquisitions

Mr. Jones’ experience includes all aspects of the mergers and acquisition process, including pre- go-to-market planning, self-diligence and corporate clean-up; sequencing of diligence, negotiations and deal drafting and documentation; and closing, integration and other post-closing matters.  Select examples of recent engagements include:

  • Representation of multiple government contractors headquartered throughout Maryland and Virginia in sale transactions ranging from $50 million to $130+ million to global government contracting companies
  • Representation of a publicly held homeland defense company with respect to all M&A matters, including the negotiation and closing of three separate asset acquisitions totaling $45 million.  Each transaction was structured as a reverse triangular merger
  • Representation of a Fortune 50 financial institution in multiple acquisitions and dispositions of loan receivables and businesses; total deal consideration exceeds $30 billion
  • Representation of an electric power generation company in an asset sale to a leading regional electricity cooperative
  • Representation of a Fortune 200 energy company in a $70 million purchase of a leading demand-response energy provider
  • Representation of a public company in the information technologies (IT) industry in numerous acquisitions and dispositions of IT companies.  Consideration for the transactions -- in combinations of cash, unregistered securities, and registered securities -- ranged from $5 million to $40 million
  • Sale of a private photonics company to one of the world’s largest electronics manufacturers in a transaction having a value in excess of $100 million
  • Asset sale of a privately held emission monitoring software company to a NYSE-listed global scientific instrument company 
  • Representation of privately held life science company in strategic sale of a principal division to large dominant national competitor in order to fund expansion of core businesses. Sale structured as a series of license grants in order to accommodate IP, tax, regulatory and other business and legal considerations
  • Asset acquisition of a VC-backed medical IT company by a publicly held client for $130 million
  • Sale of privately held developer of digital photography and optical technologies to one of the world’s largest buy-out firms; deal consideration totaled in excess of $125 million
  • Asset acquisition of a publicly held savings and loan association by a publicly held bank holding company
  • Acquisition of multiple privately held software companies to publicly traded buyers
  • Acquisition of a publicly traded bank holding company for approximately $300 million
  • Representation of buyers and sellers in over 100 Hart-Scott-Rodino clearances and related antitrust matters
  •  

Securities, Private Equity and Venture Capital

Mr. Jones has represented many clients raising private equity and venture capital funding, as well as numerous venture capital, private equity and angel investors with regard to various financing rounds in early-stage, late stage and growth capital companies.  Mr. Jones has also represented many clients in SEC public company periodic reporting, public disclosure and public company securities law compliance generally.  A brief description of select recent representations includes:

  • Representation of a leading web-based, open source learning management software (LMS) solution in a series of equity and convertible debt financings including bridge and Series A and B preferred stock venture financing rounds to provide needed capital to increase R&D and enhance marketing capabilities
  • Representation of a public-private partnership and leading source for entrepreneurial business assistance and seed funding in the development and establishment of a private equity investment fund to promote innovation and entrepreneurship
  • Representation of a leading provider of software-based solutions for global digital media, music discovery, and personalized music and media in a series of domestic and international common and preferred equity venture capital financings 
  • Representation of a leader in the development of therapeutic applications for the treatment of cancer and precancerous conditions in a series of convertible debt bridge and preferred stock venture capital financings
  • Representation of a leading environmental testing company in the development of rapid, sensitive detection and identification of biological threat agents in a series of convertible debt bridge and equity venture capital financings
  • Representation of a leader in the discovery and development of cancer diagnostics based on the science of the DNA synthesome in a series of convertible debt bridge and preferred stock venture capital financings
  • Representation of a pioneer and leading provider of Internet-based accredited degree programs to adults throughout the world, with a particular focus on business, management and IT, in a series of capital raising transactions
  • Representation of a pioneering cashless, Internet-based payment processing system in a series of convertible debt bridge and preferred stock venture capital financings including Series A, B and C in order to fund both the Company’s expansion of strategic ecommerce partners and its web-resident brand building marketing campaign
 

Intellectual Property & Technology – Transactions and Licensing

Mr. Jones represents a number of technology start-ups and other emerging businesses in a wide variety of IP development, protection and management; IP licensing and exploitation and other technology-based transactions such as outsourcing, strategic alliances and teaming arrangements.  Select recent representations include:

  • Representation of privately held life science company in strategic sale of a principal division to large dominant national competitor in order to fund expansion of core businesses
  • Website and other IP audits for multiple IT and other technology companies
  • Representation of clients with respect to a range of other tech-related transactional and other IP legal issues, including software development and licensing programs, e-commerce, privacy policies and compliance, cyber-security, open source license compliance programs and other IP issues
 

Business & Corporate Law

Mr. Jones also serves as outside general counsel for a number of start-up, emerging and mid-market companies in a wide variety of legal and commercial matters including general corporate planning, corporate governance and Board matters.  Recent general corporate transactions include:

  • Representation of companies in general corporate matters, including entity formation and organization, corporate structure and governance, stockholders’ (buy-sell) agreements, succession and exit planning
  • Positioning emerging companies for future venture capital financing, private placements, and initial public offerings
  • Design, development and deployment of option, restricted stock and other equity-based incentive and compensation programs for a number of IT and life science start-ups and emerging businesses
  • Representation of companies and individuals in executive employment agreements and arrangements
  • Representation of clients in divisional spin-offs, joint ventures, strategic alliances and other teaming arrangements
  • Representation of a franchisee of a national quick serve restaurant franchise in a restructuring of over $180 million in bank and bond debt
  • Representation of a publicly held homeland defense company with respect to all outside general counsel matters including, all registration, public reporting and other securities matters
 

Technology Start-Ups

Representation of multiple emerging companies in entity selection and formation, angel, venture capital and other private financings including private placements and initial public offerings and other financings and exits.  Select recent representations include:

  • Representation of clients with respect to a range of technology and IP legal issues, including software development and licensing programs, e-commerce, privacy policies and compliance, cyber-security, open source license compliance programs and other IP issues
  • Design, development and deployment of option, stock and other equity-based incentive and compensation programs for a number of IT and life science start-ups and emerging businesses
 

Nonprofit Corporate Services; Entity Formations & Governance/Fiduciary Duties

Advise charities, associations, foundations and other tax-exempt organizations on other corporate and business matters generally, including:

  • Choosing, forming and structuring appropriate business entities
  • Fiduciary and director duties and liability
  • Board governance issues generally including size, committee structure, recruitment, orientation, revitalization, elections, training and self-evaluations 
  • Other corporate governance matters including, By-Laws amendment and best practices generally
 

Internet and E-Commerce & Social Media

Assist a diverse mix of Internet, e-commerce and mobile clients in a variety of matters including:

  • The establishment of website policies, including privacy policies, terms of use and conducting website audits
  • The development and deployment of mobile apps, social media policies and other issues
 

Cyber Security, Data Management & Privacy

  • Assist clients in the development of M&A, capital raising, licensing and IP protection strategies in the fields of secure data communications, secure networking, and data management generally
PRESENTATIONS & PUBLICATIONS

Mr. Jones lectures and publishes frequently on a host of legal and business topics of relevance to businesses large and small across a wide spectrum of industries and technologies including M&A, Technology/IP, Securities and Corporate Law topics such as:

Seed and Early Stage Capital Raising: Traps for the Unwary, Johns Hopkins University (2013)

Cybersecurity M&A Preparedness: How To Position Deals To Get Done, UMBC Cybersecurity Incubator (2012)

M&A Trends: Tech & Government Contracting (Deal Dynamics, Valuation, Drivers and Markets in an Era of Uncertainty), WTP Seminar (2012)

Angel and Early Stage Funding Considerations, UMBC Incubator Community (2012)

IP Legal Issues Workshop, Johns Hopkins University Entrepreneur’s Bootcamp (2012)

Commercialization, Funding and Exits, Johns Hopkins University Entrepreneur’s Bootcamp (2012)

JOBS Act: Impact on Issuers and their Advisors, WTP Seminar (2012)

Angel and Early Stage Funding Considerations, WTP Seminar (2011)

Horizontal Merger Guidelines, WTP Seminar (2011) 

Stock Option Plans: Traps for the Unwary, WTP Seminar (2010)

IP & Social Media 2010: New Tools and New Rules, WTP Seminar 

Understanding IP Legal Risks, Entrepreneur Expo (2010)

Hart-Scott-Rodino Antitrust Improvement Act: A Practitioner’s Guide, WTP Seminar (2009)

2009 M&A Outlook, Baltimore Business Journal Business Forum (2009)

Anatomy of an Exit: IPOS and M&A, UMBC Research Park (2008)

Equity Investing Update, UMBC Entrepreneurship Program (2007)

Protecting Your Company’s Intellectual Properties, Baltimore Business Journal Business Forum (2007)

Mergers & Acquisitions vs. Initial Public Offerings; Preferred Exit Strategies, Vikasa Indo-United States Business Forum (2006)

How to Write a VC Friendly Business Plan, Silver Spring Innovation Center (2005)

Equity Based Compensation: A Practical Guide to the Alternatives, WTP Seminar (2006) 

Anatomy of a VC Term Sheet, Silver Spring Innovation Center (2005)

Choice of Entity and Other Start-Up Considerations, Emerging Technology Center (2007)

IP Due Diligence: A Proactive Primer, Emerging Technology Center (2006)

Emerging E-commerce Laws, WTP Seminar (2003)

Forming and Organizing a Business: The Alternatives, Pros, Cons & Costs, Johns Hopkins Tech Transfer Office (2002)

An IP Primer for Lenders, Small Business Administration Seminar (2002)

Legal Responsibilities of Non-Profit Board Members, WTP Seminar (2002) 

Internet Issues in the Workplace, WTP Annual Employment Law Update (2001)

IP Issues in the Workplace, Lorman Seminar on Covenants Not to Compete (2001)

Emerging Privacy Laws, WTP Seminar (2001)

Initial Public Offerings, Emerging Technology Center (1999) 

IP Licensing Skills Workshop, WTP Seminar (1999)

Internet Issues in the Workplace, WTP Annual Employment Law Update (1999)

Perils of the Electronic Workplace, WTP Annual Employment Law Update (1999)

Strategies for Protection of U.S. IP; Webpage Do's & Don'ts; Fundamentals of Trademark Law, WTP Technology and IP Legal Issues Workshop (1998)

International E-Commerce: Order Out of Chaos, IP Licensing Skills Workshop, WTP Technology and IP Legal Issues Workshop (1999)

Facing E-Commerce Head On; IP Issues in the Workplace; IP Licensing Skills Workshop, WTP Technology and IP Legal Issues Workshop (1999)

IP Law Primer for Non-Techies, WTP Technology and IP Legal Issues Workshop (1998)

What’s in a Name: World Wide Web Domain Names and Trademark Rights (1995)

ARTICLES

New 2018 HSR Act Thresholds Take Effect

Effective February 28, 2018, the minimum notification threshold under the HSR Act has increased from $80.8 million to $84.8 million.  Thus, an acquisition will potentially trigger an HSR Act filing only if, as a result of the acquisition, the acquirer will hold assets, voting securities or non-corporate interests of the acquired person valued in excess of $84.8 million.


FTC Announces 2017 HSR Act Thresholds

The Federal Trade Commission has revised the filing and other dollar-denominated thresholds contained in the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (“HSR Act”).  These adjustments are required to be made annually based on changes in the U.S. gross national product for the fiscal year ending September 30.  The revisions were published in the Federal Register on January 26, 2017 and take effect on February 27, 2017.  The new thresholds will remain in effect until the next annual adjustment, expected in early 2018.

Defend Trade Secrets Act (DTSA) Signed into Law, May 11, 2016

On May 11, 2016, President Obama signed into law the Defend Trade Secrets Act (DTSA) creating a cause of action under federal law for trade secret misappropriation which previously had been governed by state common law and each state’s adoption of the Uniform Trade Secrets Act.   The law took effect immediately upon signing.

FTC Increases HSR Act Thresholds: "Size of Transaction" Test Increased By 2.5% to $78.2 Million

The Federal Trade Commission has revised the filing and other dollar-denominated thresholds contained in the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (“HSR Act”).  These adjustments are made annually based on changes in the U.S. gross national product for the fiscal year ending September 30, 2015.  The revisions were published in the Federal Register on January 26, 2016 and take effect on February 25, 2016.  The new thresholds will remain in effect until the next annual adjustment, expected in early 2017.


FTC Increases HSR Act Thresholds: "Size of Transaction" Test Increased $5 Million to $75.9 Million

The Federal Trade Commission has revised the filing and other dollar-denominated thresholds contained in the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (“HSR Act”).  These adjustments are made annually based on changes in the U.S. gross national product for the fiscal year ending September 30, 2013.  The revisions were published in the Federal Register on January 23, 2014 and take effect on February 24, 2014.  The new thresholds will remain in effect until the next annual adjustment, expected in early 2015.


Mandatory Electronic Filing of Form D Commences on March 16, 2009

Issuers offering securities in private placement transactions are required to file a Form D with the Securities and Exchange Commission (the “SEC”) and also often are required to file Form D and other materials with state securities regulators in order to secure a private offering exemption.  Traditionally, Form D filings have been paper-based.  However, pursuant to new rules adopted by the SEC in February 2008, issuers of securities will be required to file Form D in a new electronic format beginning March 16, 2009.[1]

FTC Increases HSR Act Thresholds: "Size of Transaction" Test Raised to $70.9 Million

The Federal Trade Commission has revised the filing and other dollar-denominated thresholds contained in the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (“HSR Act”).  These adjustments are made annually based on changes in the U.S. gross national product for the fiscal year ending September 30.  The revisions were published in the Federal Register on January 11, 2013 and take effect on February 11, 2013.  The new thresholds will remain in effect until the next annual adjustment, expected in early 2014.


New Private Placement Filing Requirement for Broker-Dealers - FINRA Rule 5123

December 3, 2012 is the effective date for new FINRA Rule 5123 (Private Placements of Securities). After that date, FINRA members that sell certain securities in private placement transactions under either Section 4(a)(2) of the Securities Act or Rule 506 of Regulation D to individual, non-institutional investors who do not meet limited exemption criteria will be required to file any private placement memorandum, term sheet or "other offering document" used by the firm, or file a notice stating no offering document was used.


FTC Increases HSR Act Thresholds

The Federal Trade Commission has increased the dollar thresholds for premerger filings required under the Hart-Scott-Rodino Antitrust Improvements Act of 1976.  Effective February 27, 2012, only transactions valued above $68.2 million will require HSR filings, representing an increase from the 2011 filing threshold of $66 million.  Various other dollar thresholds for transactions covered by the Act have been increased as well.  These adjustments are made annually based on changes in the U.S. gross national product for the prior fiscal year.  As detailed in the Alert attached and linked above, the revisions take effect on February 27, 2012 and will apply to all covered transactions that close on or after that date.


SEC Adopts Final Net Worth Standard For Accredited Investors

The Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank”)1 changed the investor net worth standard that applies to natural persons (individually or jointly with their spouse) to exclude the value of the primary residence for purposes of determining whether the persons qualify as an “accredited investor” on the basis of having a net worth in excess of $1.0 million.  This change to the net worth standard became effective on July 21, 2010.  Dodd-Frank also required the SEC to revise its rules under the Securities Act of 1933 (the “Securities Act”) to conform to the new standard.2 The SEC has now amended its rules to conform them to Dodd-Frank and to clarify the treatment of debt secured by a person’s primary residence for purposes of the net worth calculation.3 The amended net worth standard will be effective February 27, 2012 and as discussed in greater detail below issuers will likely need to revise investor questionnaires for any Regulation D offers or sales on and after that date (including sales to existing investors).


FTC Increases HSR Thresholds

The Federal Trade Commission has increased the dollar thresholds for premerger filings required under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. Effective February 24, 2011, only transactions valued above $66 million will require HSR filings, representing an increase from the previous 2009 filing threshold of $63.4 million. The various other dollar thresholds for larger transactions have been increased as well. These adjustments are made annually based on changes in the U.S. gross national product for the prior fiscal year. As detailed in the Alert attached, the revisions take effect on February 24, 2011 and will apply to all covered transactions that close on or after that date.

Dodd-Frank Reform Act Triggers Immediate Change in Regulation D "Accredited Investor" Definition

In response to the significant financial difficulties experienced over the past three years, on July 21, 2010 President Obama signed into law sweeping financial services reform legislation entitled the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Act").1 Running over 2,000 pages, the Act is designed to effect a broad range of reforms to the U.S. financial regulatory system. Although many provisions of the Act are not scheduled to take effect until one year after enactment or until regulatory bodies first adopt rules and regulations to implement the Act's requirements, one provision of the Act is effective immediately: a provision that excludes the value of a natural person's primary residence when determining if he or she meets the $1 million net worth test in order to qualify as an "accredited investor" under Regulation D, the securities law provision governing private placements. As a practical consequence, subscription documents and investment representations and procedures for ongoing and future private offerings should be revised immediately.

FTC Reduces HSR Thresholds

The Federal Trade Commission has reduced the dollar thresholds for premerger filings required under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. Effective February 20, 2010 only transactions valued above $63.4 million will require HSR filings, representing a reduction from the previous 2009 threshold of $65.2 million. The various other dollar thresholds for larger transactions have been reduced as well. These adjustments are made annually based on changes in the U.S.


SEC Provides Shareholder Proposal Guidance - Staff Legal Bulletin 14D

On November 7, 2008, the Securities and Exchange Commission's Division of Corporation Finance issued Staff Legal Bulletin No. 14D providing information regarding Rule 14a-8 of the Securities Exchange Act of 1934. The bulletin is the fourth of a series of bulletins[1] addressing various aspects of Rule 14a-8, and provides guidance on substantive proposals, as well as on procedural matters relating to the processing and submission of no-action letter requests.

FTC Issues Revised 2009 HSR Thresholds

The attached Alert has been prepared for general informational purposes only and is not intended as legal advice. Antitrust counsel should be consulted both prior to consummating any transaction, to ensure that the appropriate HSR Act filing thresholds have been considered, and prior to filing any HSR Notification Form, to ensure that all technical and other aspects of the HSR Act are satisfied.


FTC Issues Revised 2008 HSR Thresholds

This Alert has been prepared for general informational purposes only and is not intended as legal advice. Antitrust counsel should be consulted both prior to consummating any transaction, to ensure that the appropriate HSR Act filing thresholds have been considered, and prior to filing any HSR Notification Form, to ensure that all technical and other aspects of the HSR Act are satisfied.


SEC Adopts New E-proxy Rule Amendments

The attached alert has been prepared for general informational purposes only and is not intended as specific legal advice and no legal or business decision should be based solely on its content.


FTC Issues Annual Revised HSR Thresholds

The attached alert has been prepared for general informational purposes only and is not intended for legal advice. Antitrust counsel should be consulted both prior to consummating any transaction to insure that the appropriate HSR Act filing thresholds have been considered and prior to filing any HSR Notification Form to insure that all technical and other aspects of the HSR Act are satisfied.


SEC Releases Final Rules on Executive Compensation Disclosure

After much fanfare, last month the SEC released its final rules on executive and director compensation disclosure (the "Rules").  The Rules require unprecedented and extensive disclosures about compensation policies and practices that will require significant analysis and attention by public company senior executives and directors.  The Rules generally are effective for Forms 10-K and proxy statements filed for fiscal years ending on or after December 15, 2006, and thus will apply to disclosures of 2006 compensation in calendar year companies' 2007 proxy statements. 


Electronic Filing Now Available for HSR Premerger Notifications

Effective June 23, 2006, the Federal Trade Commission has amended the premerger notification rules of the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended ("HSR Act"). [1]  The amended Rules now allow for electronic filing of the Notification and Report Form for Certain Mergers and Acquisitions (the "Form") required under the HSR Act. 


Hart-Scott-Rodino Antitrust Improvements Act Changes

The FTC has recently issued several important changes relating to the reporting requirements of the Hart-Scott-Rodino Antitrust Improvements Act (the "HSR Act") which I thought might be of interest to you. These changes are detailed in the attached HSR Act Alert.


SEC Accelerates and Expands Reporting of Significant Events on Form 8-K

On August 23, 2004, the new and expanded Form 8-K reporting adopted by the SEC in March 2004 became effective. The new Form 8-K requirements were enacted in response to the mandate in the Sarbanes-Oxley Act of 2002 for a "real time" disclosure system. The new requirements are a significant step in that direction.


Maryland's Anti-Spam Law

On October 1, 2002, Maryland joined a growing number of states that have enacted laws to limit unsolicited e-mail or so-called “spam.” This new law (Md. Commercial Law Code Ann. § 14-3001 - 14-300) applies to any unsolicited e-mail sent from Maryland or to an e-mail address located in Maryland. A brief summary of the law follows.


Mandated Electronic Filing and Website Posting of Section 16(a) Reports

On May 7, 2003, the Securities and Exchange Commission ("SEC") issued final rules to mandate electronic filing and website posting of beneficial ownership reports under Section 16(a) of the Securities and Exchange Act required to be filed by officers, directors and 10% beneficial owners of registered public companies. The final rules complete the SEC's implementation of the requirements of Section 403 of the Sarbanes-Oxley Act. SEC Release No. 33-3230 is available at http://www.sec.gov/rules/final/33-8230.htm.


SEC Adopts Rules Implementing Sarbanes-Oxley Act Certification of Periodic Reports

On August 27, 2002, the Securities and Exchange Commission (“SEC”) published rules implementing provisions of the Sarbanes-Oxley Act (the “Sarbanes-Oxley Act”) regarding Chief Executive Officer and Chief Financial Officer certification of disclosure in company’s quarterly and annual reports filed or submitted under Section 13(a) or 15(d) of the Securities and Exchange Act of 1934 (“Exchange Act”). The SEC’s press release can be found at http://www.sec.gov/news/press/2002-128.htm.


SEC Proposes New Rules Under the Sarbanes-Oxley Act of 2002 Regarding Service by "Financial Experts"

On October 22, 2002, for the second time in less than one week, the Securities and Exchange Commission (“SEC”) published for comment proposed new rules implementing the Sarbanes-Oxley Act of 2002 (the “Act”) . These latest proposed new rules implement Sections 404, 406 and 407 of the Act. The SEC also is proposing revisions to its recently adopted rules requiring a company’s principal executive and financial officers to certify both the company’s quarterly and annual reports and evaluations of disclosure procedures and controls (SEC Release No. 33-8138; 34-46701, available at http://www.sec.gov/rules/proposed/33-8138.htm.) The proposed new and revised rules are briefly summarized below.


NEWS

57 WTP Attorneys Listed in Best Lawyers in America 2019, Four Named "Lawyer of the Year"

57 lawyers from Whiteford, Taylor & Preston have been selected by their peers for inclusion in The Best Lawyers in America® 2019 (copyright 2018 by Woodward/White, Inc., of Aiken S.C.). The lawyers selected are based in the firm’s Delaware, Maryland, Virginia and Washington offices. Client comments are posted on the U.S. News & Best Lawyers web site.

59 WTP Attorneys Listed in Best Lawyers in America 2018, Two Named "Lawyer of the Year"

59 lawyers from Whiteford, Taylor & Preston have been selected by their peers for inclusion in The Best Lawyers in America® 2018 (copyright 2017 by Woodward/White, Inc., of Aiken S.C.). The lawyers selected are based in the firm’s Maryland, Washington and Virginia offices. Client comments are posted on the U.S. News & Best Lawyers web site, at bestlawfirms.usnews.com.

In addition, two lawyers were selected as “Lawyer of the Year” for their particular areas of practice.


Whiteford, Taylor & Preston and 29 Lawyers Honored by Chambers and Partners

Whiteford, Taylor & Preston is pleased to announce that Chambers and Partners has once again ranked the firm highly in its 2017 list of leading firms and business lawyers. This year’s recognition includes a record 29 attorneys in 4 states, the District of Columbia and Afghanistan. 


59 Whiteford, Taylor & Preston Attorneys Listed in Best Lawyers in America, 2017, Eight Named as "Lawyers of the Year"

Fifty-nine lawyers from Whiteford, Taylor & Preston have been selected by their peers for inclusion in The Best Lawyers in America® 2017 (copyright 2016 by Woodward/White, Inc., of Aiken S.C.). The lawyers selected are based in the firm’s Maryland, Washington and Virginia offices.

In addition, eight lawyers were selected as “Lawyers of the Year” for their particular areas of practice. 


63 Whiteford, Taylor & Preston Attorneys Listed in Best Lawyers in America, Four Named as "Lawyers of the Year"

Sixty-three lawyers from Whiteford, Taylor & Preston have been selected by their peers for inclusion in The Best Lawyers in America® 2015 (copyright 2014 by Woodward/White, Inc., of Aiken S.C.). The lawyers selected are based in the firm’s Maryland, Washington and Virginia offices.

In addition, four lawyers were selected as “Lawyers of the Year” in the Baltimore region for their particular areas of practice.


61 Whiteford, Taylor & Preston Attorneys Listed in Best Lawyers in America; Nine Named as "Lawyers of the Year"

Sixty-one lawyers from Whiteford, Taylor & Preston have been selected by their peers for inclusion in The Best Lawyers in America® 2014 (copyright 2013 by Woodward/White, Inc., of Aiken S.C.). The lawyers selected are based in the firm’s Maryland, Washington and Virginia offices, including the firm's new Roanoke office.

In addition, nine lawyers were selected as “Lawyers of the Year” in their jurisdictions and areas of practice.


Sixty-Four Whiteford Attorneys Named Super Lawyers and Rising Stars in Maryland, Delaware, Virginia

Whiteford, Taylor & Preston is pleased to announce that 64 of its attorneys are listed among the 2013 Super Lawyers and Rising Stars in three states.

The firm is particularly proud of the young lawyers who are recognized as “Rising Stars”; the four partners who are listed in the Top 100 in Maryland – Edward Buxbaum, Edwin Fee, William Ryan, and Dwight Stone; and the 16 who are named for the first time this year.


60 Whiteford, Taylor & Preston Attorneys Listed in Best Lawyers in America Five Named as "Lawyers of the Year"

Sixty lawyers from Whiteford, Taylor & Preston have been selected by their peers for inclusion in The Best Lawyers in America® 2013 (copyright 2012 by Woodward/White, Inc., of Aiken S.C.).

This represents an increase of seven over last year.  The lawyers selected are based in the firm’s Maryland, Washington and Virginia offices.

In addition, five lawyers were selected as “Lawyers of the Year” in their jurisdictions and areas of practice.


Forty-Six Whiteford, Taylor & Preston Attorneys Named Super Lawyers and Rising Stars in Maryland; Five in Maryland Listed in “Top 100”

Whiteford, Taylor & Preston is pleased to announce that 46 of its attorneys are listed among the 2012 Maryland Super Lawyers and Rising Stars.

The firm is particularly proud of the five who are listed in the Top 100 in Maryland – Edward Buxbaum, Edwin Fee, Paul Nussbaum, William Ryan, and Dwight Stone. Selection of the Top 100 lawyers in a jurisdiction is strictly based on the highest scores in the Super Lawyer judging process, and Whiteford is one of the two firms with the most names on the list.

Whiteford, Taylor & Preston Announces Management Changes

As it celebrates its 75th anniversary this year, Whiteford, Taylor & Preston LLP is delighted to announce its new leadership team.

Having completed four terms as Managing Partner, Albert J. Mezzanotte, Jr. will serve one more year as the Firm's Managing Partner and transition those duties to Martin T. Fletcher. Mr. Fletcher is a present member of the firm's Management Committee and after serving a one year term as Managing Partner Elect will then commence a three year term as Managing Partner.

36 Whiteford, Taylor & Preston Attorneys Named Maryland Super Lawyers

Whiteford, Taylor & Preston LLP (WTP) is pleased to announce that 36 WTP attorneys have been named in Maryland Super Lawyers publication. Maryland Super Lawyers will appear in a special advertising section in the January 2007 issue of Baltimore Magazine and in the Maryland Super Lawyers magazine.