David G. Thunhorst

David Thunhorst is a partner in Rogers & Hardin’s corporate group and advises companies and their boards of directors on mergers & acquisitions, corporate governance, securities and transactional matters, and corporate law.

Mr. Thunhorst is recognized by Chambers USA and The Best Lawyers in America® as a leading lawyer in Georgia in the Corporate/M&A specialties. He regularly advises companies in a wide variety of mergers and acquisitions, joint ventures, corporate financing and capital raising matters. In his representations of boards of directors and special committees, Mr. Thunhorst counsels on matters relating to corporate governance issues, executive compensation, change of control transactions, proxy contests and crisis management. Mr. Thunhorst also advises and counsels boards of directors as they evaluate and implement strategic alternatives.

Prior to joining Rogers & Hardin, Mr. Thunhorst practiced with a prominent Delaware law firm.

PROFESSIONAL & COMMUNITY ACTIVITIES
  • Member, Corporate Code Committee of the Business Law Section of the State Bar of Georgia
  • Member, Securities Committee of the Business Law Section of the State Bar of Georgia
PROFESSIONAL RECOGNITION
  • Recognized by Chambers USA as a Leading Lawyer – Corporate/M&A
  • Recognized in The Best Lawyers in America® as a leading Corporate lawyer in Georgia

The Tax Law Practice:

In recent years, following the passage of the Sarbanes-Oxley Act and changes in stock exchange listing requirements, companies and their directors have recognized more than ever the importance of having solid corporate governance practices in place within their organizations. Our corporate governance practice combines the expertise of lawyers from our corporate, employment, securities, tax and litigation practices in order to provide practical advice and solutions with respect to a multitude of corporate governance issues ranging from routine compliance issues to proxy contests and board investigations.

Our attorneys have extensive experience in advising public companies on the corporate governance requirements of the Sarbanes-Oxley Act as well as complex regulations and rules adopted by the Securities and Exchange Commission, the New York Stock Exchange and NASDAQ. Our lawyers have advised public companies, boards of directors and special committees of directors about their fiduciary duties and other corporate governance matters related to merger and acquisition transactions, conflict of interest transactions, leveraged buyouts, corporate compensation, governmental and regulatory inquiries, claims by whistleblowers and CEO and CFO certifications with respect to financial statements in public company reports.

Additionally, we have expertise representing committees tasked to investigate claims of corporate wrongdoing and financial misrepresentation, including backdating of options, to investigate shareholder allegations raised in derivative litigation and to investigate the fairness of proposed corporate transactions.

Rogers & Hardin:

Rogers & Hardin is the Atlanta-based law firm with a national reputation for excellence. We’ve been helping clients solve challenging legal problems for 40 years. Many clients comment that our approach is unique. Key differences are:

Most of our partners are recognized for excellence by one or more of the leading national ranking services. Other firms have ranked partners too. The Rogers & Hardin difference is that these nationally recognized partners are hands on working directly on client matters. Their skill brings efficiency and excellence to our work product. Efficiency translates into fewer hours expended and less supervision required for our clients. Clients notice and appreciate both.

Our service delivery model differs from many of our peers. We maintain a lean staff-to-attorney ratio in order to give clients direct access to our partners, who have rates that are often significantly lower than their peers. This approach adds tremendous value for our clients.

We measure success differently than other firms. We focus on client satisfaction, responsiveness and exceeding expectations. For clients who have experience working with legal teams that only think about them when the meter’s running it is a noticeable difference.

Sustaining excellence across both disciplines within our footprint is challenging to say the least. Yet the benefits it delivers to clients are immense. Rogers & Hardin is the only firm in the Southeast recognized for excellence across such diversity in practice coverage outside of a Big Law platform. Clients appreciate having that choice.

Our firm is skilled at all phases of dispute resolution including trying cases in front of the federal, state and local bars. We are often the firm engaged by other law firms when they need trial counsel support. Clients find that having a firm with a successful reputation as a strong trial adversary gives them more flexibility in resolving disputes.

Rogers & Hardin is an active member of Interlaw, the international network of pre-vetted, annually reviewed, full service law firms with nearly 5,000 attorneys in more than 125 cities worldwide. This gives our clients direct access to a global of network of law firms on a preferred fee scale no matter where their business takes them.

Robert A. Rosenbaum

Mr. Rosenbaum is a partner in Dorsey’s Corporate Group and a member of the Securities Law, Corporate Governance and Compliance, and Mergers and Acquisition practice groups. He practices in the area of mergers and acquisitions involving publicly and privately held corporations and regularly advises clients with respect to corporate governance matters, public company disclosures, SEC compliance and executive compensation.

Managing Partner of the Minneapolis office. Formerly co-chair of firm-wide Corporate Group (2002-2005), and member of the firm’s Management Committee.

Admissions: 

– Minnesota 

– California 

Honors:

– Named “Minneapolis Corporate Lawyer of the Year” by Best Lawyers, 2011 

– Named one of “America’s Leading Business Lawyers” by Chambers USA (Band 1), 2004-2011 

– Named in Best Lawyers in America, 2006-2012 

– AV Peer Review Rated by Martindale Hubbell Legal Directory 

– Named a Minnesota Super Lawyer, 2002-2011

Professional Activities:

American Bar Association, Member Business Law Section 

Minnesota Bar Association Member Chapter 302A Subcommittee of Business Law Section 

Board of Directors, The Guthrie Theatre, 2002-2010, 2011-present

Board of Directors, The Chad Greenway “Lead the Way” Foundation, 2011 – present

Education:

– Harvard Law School: J.D., 1981, Editor, Harvard Law Review, 1979-1981

– Princeton University: A.B., Economics, 1978, cum laude, Phi Beta Kappa

Presentations:

Frequent lecturer at legal education seminars on topics related to mergers and acquisitions, corporate governance and public company securities law compliance.

 

Marianna B. Ofosu

Marianna B. Ofosu joined Wachtell, Lipton, Rosen & Katz’s Corporate Department as an associate in 2013. She focuses on mergers and acquisitions, corporate governance and securities laws matters and has co-authored the firm’s Nominating & Corporate Governance Committee Guide. Marianna received a B.A. summa cum laude from Howard University, where she was a member of Phi Beta Kappa. She went on to receive a M. Phil from Oxford University where she was a Rhodes Scholar. She completed her J.D. at Yale Law School, where she was a Paul & Daisy Soros Fellow. During law school, Marianna was the co-president of the Yale Law & Business Society and a senior editor of the Yale Journal on Regulation. After law school, Marianna clerked on the Court of Appeals for the Second Circuit for the Hon. Barrington D. Parker.

Prior to law school, Marianna advised international investors and African presidencies and ministries of finance on investment and economic policy issues as a managing director at GoodWorks International and the chief of staff and senior policy analyst of the African Center for Economic Transformation.

Marianna currently serves on the boards of the Yale Law and Business Alumni Association and Comp-Sci High, and on an advisory board of the Rhodes Trust. Previously, she served as a trustee of the Paul and Daisy Soros Foundation.

Marianna provides counsel on a pro bono basis to several non-profit organizations focused on economic empowerment, reproductive health and international development.

Firm Overview:

Wachtell Lipton was founded on a handshake in 1965 as a small group of lawyers dedicated to providing advice and expertise at the highest levels. We have achieved extraordinary results following the distinctive vision of our founders – a cohesive team of lawyers intensely focused on solving our clients’ most important problems.

We have experience in the fields of mergers and acquisitions, strategic investments, takeovers and takeover defense, corporate and securities law and corporate governance. We handle some of the largest, most complex and demanding transactions in the United States and around the world. We counsel both public and private acquirers and targets. We also handle sensitive investigation and litigation matters and corporate restructurings, and counsel boards of directors and senior management in critical situations. We have a track record of original and ground-breaking solutions and innovations that have had a dramatic impact on business and law. We are thought leaders.

Our distinctive structure defines our approach. We maintain a ratio of associates to partners significantly below that of other firms. We focus on matters that require the attention, extensive experience and sophistication of our partners. We limit the number and type of matters we undertake. Our system of lock-step compensation promotes a careful selection of matters as well as the flexibility to bring the right expertise to bear without regard to factors extrinsic to providing the best service and advice. We work together on a task-force basis on all of our matters, bringing to bear the requisite mix of people and expertise across practice areas. Our structure and approach attract talented and entrepreneurial lawyers, who enable us to achieve excellent results for our clients in complex and critical matters.

Yozua Makes

Yozua Makes is senior and managing partner at Makes & Partners Law Firm, a Jakarta-based law firm focusing in the areas of capital markets, mergers and acquisitions, corporate finance, banking and foreign investments. He has over 25 years of experience in these areas and has handled a broad range of complex cross-border commercial transactions. He is an alumnus of the faculty of law at the University of Indonesia, the University of California at Berkeley (Boalt Hall School of Law), the Asian Institute of Management and Harvard Business School. Yozua is currently enrolled in, and is the first participant of, the dual doctorate research programme by the University of Maastricht and the University of Indonesia. Yozua was conferred a PhD degree in law by the University of Indonesia, Faculty of Law in 2016.

Yozua is also actively involved in various professional and social organisations. He was the first appointed member of the National Commission of Good Corporate Governance and is a member of the board of experts of the Indonesian Publicly Listed Company Association. He is a registered legal consultant with the Indonesian Capital Market and Financial Institution supervisory board (Bapepam), has formerly worked as special adviser to the Minister of Defence, and is a distinguished associate professor at the faculty of law at the University of Indonesia and the University of Pelita Harapan. Yozua was a member of the expert staff of the Minister of the Cooperatives, medium-sized and small-scale industries; the steering committee for Indonesian State Policy Guidelines and the steering committee for the Jakarta Stock Exchange/Surabaya Stock Exchange merger. He is on the board of trustees of World Vision Indonesia.

Makes & Partners:

Makes & Partners is a fully independent law firm, with a history of forward thinking. As a trendsetter we have achieved a number of “firsts” in Indonesia. We advised on the first IPO of an Indonesian real estate investment trust on the Singapore Stock Exchange, the first privatization of an Indonesian State-Owned Company, first Voluntary Tender Offer, first non-cash settlement Rights issue and many others. Our track record shows a propensity for innovation and groundbreaking achievement. Makes & Partners is, undeniably, in the forefront of the Indonesian corporate legal profession.

We are a law firm of business-minded and result-oriented lawyers. Our passion in Capital Markets, Mergers and Acquisitions, and Corporate and Financial Law drives us to achieve the best for our clients. We undertake your projects and transactions with a sense of urgency, and with thorough process, resulting in better speed-to-completion with unwavering quality.

 

Laetitia Amzallag

Admitted to the Bar in 1999, Partner

Laetitia Amzallag joined Vivien & Associés after two years with Moquet Borde & Associés in Paris (1999-2001) where she practiced, in particular, corporate laws and commercial contracts.

LL.M. University of Texas at Austin (USA), 1996 DESS (Master II) in International Commercial Law (Paris X-Nanterre), 1997

Practice Areas: Mergers & Acquisitions General Corporate, Restructuring and Corporate Governance, Commercial Contracts

Languages: French, English

Since 2001, Laetitia has focused on mergers and acquisitions, corporate law and commercial contracts, both nationally and internationally, particularly in the renewable energy sector (acquisitions for operators of wind, solar and biomass plants and equity investments of financial investors in SPVs as well as minority shareholder issues) and sporting activities (golf, fitness, etc.). She advises French and international corporations, essentially in industrial and service sectors, on matters relating to external growth via mergers and acquisitions as well as equity investments.

 

Hani Sarie-Eldin

Dr. Sarie-Eldin has 21 years of local and international experience in Business Law, including Commercial Law, Capital Markets, Privatization, Corporate Finance, Project Finance, Corporate Restructures and Acquisitions. He advises on major transactions taking place in Egypt, and in the Middle East and North Africa region related to the above mentioned areas.

Moreover, he was involved in drafting various vital Egyptian Laws and Regulations such as the Egyptian Banking Law, Concession Draft Law, Antitrust Law, Consumer Protection Law, Takeover Regulation, Mutual Fund & Private Equity Regulation, Price Manipulation & Insider Trading Regulation, and Corporate Governance rules for listed companies on the stock exchange, in addition to advising various governments in the region on legal reforms including the United Arab Emirates, Libya, and Sudan.

In his capacity as Chairman of the Egyptian Market Authority, Dr. Sarie-Eldin led the regulatory capital market reform process in Egypt. Dr. Sarie-Eldin also served as a member of the Board of Directors of the Central Bank of Egypt, and was a member of its monetary policy, and investment committees, and the Trustee Council of the General Authority of Investment and Free Zones. Dr. Sarie-Eldin was also appointed to the Board of Directors of the Bank of Alexandria from 2002-2005. This Board undertook the responsibility of restructuring and developing the bank, which eventually led to its privatization as the first privatized public bank in Egypt. Dr. Sarie-Eldin is currently a member of the Board of Directors of various Egyptian corporations and Banks. His wide practical experience is also supplemented by immense academic research. Dr Sarie-Eldin has attained an Excellency Academic Award for his research in legal sciences from Cairo University in 2002.