Cross-border capital markets expertise (Reg D, Reg A, Reg CF, Rule 144A).
Strong track record in fund formation, M&A, and crypto/fintech compliance.
Experience spanning corporate advisory, litigation, and regulatory engagement.
Unique ability to bridge complex legal structures with business objectives.
Served as a trusted advisor to the C-suite and shareholders on a wide range of corporate and compliance matters, directly supporting business expansion.
Spearheaded IPO readiness initiatives—including war room setup, documentation coordination, and collaboration with underwriters, outside counsel, and key stakeholders.
Managed corporate governance: structured affiliate entities, maintained board and officer filings, and ensured compliance with state and local business requirements.
Oversaw drafting, review, and optimization of commercial contracts—including NDAs, SaaS, licensing, real estate, vendor, employment, and healthcare agreements—prioritizing legal precision and business goals.
Handled M&A processes: LOI negotiation, due diligence, drafting transactional documents, and navigating sell- and buy-side deals.
Advised PE/VC clients: from NDA negotiation and Form ADV preparation to due diligence, investment structuring, compliance, and exit planning—working cross-functionally with finance and operations teams.
Led structuring and formation efforts across Reg D, Rule 144A, Form S-3, Reg CF, and Reg A offerings in industries like technology, hospitality, healthcare, and real estate (domestic and offshore).
Managed USPTO trademark filings, conducted clearances to safeguard client IP, and responded to office actions.
Navigated loan transaction documentation and UCC filings, and monitored equity processes including vesting schedules, exercise of warrants, and liaising with transfer agents.
Drafted employer policies and procedures compliant with local employment laws, and provided legal insight on corporate governance, IP, data privacy (CCPA, GDPR), and cybersecurity.
Company/Firm Association: Axiom Law (Innovatus, SAS Institute, Starship Technologies, Wafra, Parallaxes Capital, Convera, ZeroEx, Cerapedics, Mozarc Medical, Tupperware), Culbertson Law, HUUB, Koley Jessen, Signature Law Group, FlatFee Corp.
Advised clients on Section 5 compliance and tailored regulatory exemptions.
Prepared and filed applications for Private Equity, Broker Dealer (Form ADV), Registered Investment Adviser, and Regulation D/Crowdfunding licenses.
Conducted operational reviews to enhance compliance in processes and procedures.
Defined and shaped SAR (Suspicious Activity Report) responsibilities for SEC and FINRA member firms.
Prepared documentation for investor exits and ensured compliance with securities rules (both federal and state blue-sky laws), working with investors and tax professionals.
Supported fund formation and mergers, handled regulatory filings, and responded to inquiries from the SEC and state agencies.
Firm Association: Scottsdale Capital Advisors, Alpine Securities, Moola, Private Companies, Private Investors
Represented issuers in multi-billion-dollar financings, including a $5B Rule 144A bond issuance and a $100M Regulation D real estate raise.
Counseled REITs, startups, and mid-size companies on capital formation through Regulation A, Regulation CF, and Regulation D exemptions.
Supported public companies with SEC/OTC reporting, debt restructurings, and Form 8-K disclosures.
Represented private equity firms and fintech companies in Form ADV/BD filings and crowdfunding platform licensing with the SEC and FINRA.
Projects: HIC, HUUB, Gainvest, various public companies, private equities
High-stakes commercial litigation, including breach of contract, shareholder actions, regulatory defense work, and construction-related litigation.
Construction defect: plaintiff and defense work.
Crypto fraud: liaise with law enforcement, crypto transaction tracing company, financial institution, and exchanges, towards asset recovery.
Securities Litigation: initiate shareholder action and defense work.
Motion practice: pleadings, discovery, and various motions.
Settlement negotiation: mediation, arbitration, and out of court settlements.
Court appearances on hearings, oral arguments, and trial.
Represented financial institutions in breach of contract cases (including Creditor’s Rights action) and replevin. Apply consumer protection laws like FDCPA, TILA, FCRA, UDAAP, GLBA, and others.
Enforcement of judgment.
Voluminous eDiscovery document review.
Law Firm Association: Perkins Coie, Epiq, Gurstel Law, Axiom Advice and Counsel, AZ Attorney General’s Office, Culbertson Law, Rondesse Legal.
Improved contract review processes in blockchain and AI environments.
Negotiated complex software and blockchain-related agreements, advised on regulation compliance (including FinCEN, CFTC, broker-dealer rules).
Guided the creation and maintenance of DAO structures, performed token compliance analyses, drafted coin offering documents, and managed distribution logs.
Supported AI companies in aligning with emerging AI governance frameworks.
Assisted with consumer crypto fraud claims and regulatory inquiries.
Represented victims of cryptocurrency fraud in asset-recovery matters, coordinating with law enforcement, blockchain tracing firms, financial institutions, and exchanges to pursue recovery.
Assisted financial and technology companies in deploying cryptocurrency trading as an additional service line, including regulatory analysis, contract structuring, and risk disclosures.
Designed and implemented anti-money laundering (AML) compliance frameworks for crypto platforms, including KYC, transaction-monitoring protocols, and reporting obligations aligned with SEC, FinCEN, and global standards.
Guided startups through initial coin offerings (ICOs) and digital-asset evaluations.
Company Association: ZeroEx, MooLa, Alpine Securities, startup companies, Crypto Victims
Advised PE/VC clients on buy- and sell-side transactions from NDA negotiation through close, integrating tax and governance considerations.
Represented a private equity firm in the acquisition and spin-off of a payment processor.
Assisted an offshore family office in acquiring a publicly listed company, structuring cash-and-stock consideration and post-acquisition governance.
Supported venture and angel investors in portfolio targeting, due diligence, and corporate finance structuring.
Projects: Wafra, Innovatus, private companies, investors
Specialized in the formation of ABS entities and ensured compliance with Arizona ethical and Supreme Court rules, as well as FDCPA, UDAAP, and TILA.
Developed operational policies and procedures ensuring adherence by non-legal professionals to ethical standards.
Managed compliance for alternative business models.
Firm Association: Consumer Defense Partners
Assisted in forming offshore GP/LP fund structures, facilitating a $5 million growth-equity raise in pre-IPO companies—with 2% AUM fees and 20% carried interest.
Structured a $10 million acquisition fund targeting accounting firms and services, designed for 10× ROI.
Projects: private equity, off-shore and domestic small scale funds, GP/LP structure specific to a certain company group's benefit
Supported syndication of nine U.S. and Canadian properties—handling everything from capital raising to title review, lease and construction agreements, mortgages, and blue-sky compliance.
Assisted REIT formation, Reg A offerings (Form 1-A drafting), internal due diligence policies, offering structure, and high-level tax-related documentation.
Projects: REIT, HIC
Customer support services contributing to customer satisfaction.
Managed service providers located overseas.
Resolved years of customer care and 1-800 (telephony) system issues.
Assessed relevance of customer care issues with third-party service provider contracts; then, streamlined agreements and designed realistic operations processes to improve customer satisfaction that is aligned with all stakeholder’s policies.
Drafted and audited operations policies and procedures.
Presented, persuaded (senior management), and executed business optimization initiatives to improve customer satisfaction. Monitored progress to lessen or remove any effect on current operations.
Resolved seven years of reverberating operational issues (Philippines, ANZ) within three months; resulting to job promotion and increased responsibility.
Managed overseas call center (Philippines, ANZ, Malaysia, India) and other service/SaaS providers (SAP-Germany, Log Me In-US, and Flextronics-US).
Company Association: HTC Vive or Google Pixel (formerly HTC Corp. (宏達國際電子)), Microsoft