JoAnn M. Strasser

Practices

• Corporate Transactions & Securities

Professional Experience

JoAnn is a partner in the firm's Corporate Transactions and Securities practice group and focuses her practice on securities law. JoAnn has an extensive background in the mutual fund industry, handling the organization of new funds, ongoing regulatory compliance and tax-free reorganizations and counseling independent directors.

Securities Experience:
· Representation of registered investment advisers in connection with the preparation of Form ADV and consulting and advisory agreements, handling federal and state registrations, and other regulatory matters.
· Organization of mutual funds, including preparation of initial securities registration and all offering and compliance documents, negotiation and preparation of service agreements with mutual fund service providers, preparation of materials for organizational board meetings, attend and direct organizational board meetings.
· Counsel to mutual fund boards, including independent directors, with respect to contract approvals, SEC inspections and general fiduciary matters.
· Lead attorney for tax-free reorganizations of mutual funds. Responsible for negotiation and preparation of plans of reorganization, preparation of proxy statements, tax opinions and related closing documents, and completion of all due diligence items.
· Responsible for assuring ongoing regulatory compliance of mutual fund clients by developing schedules and operating procedures, preparing proxy statements, reviewing shareholder and other reports, planning and conducting board meetings, and counseling independent directors.
· Support litigation attorneys in securities enforcement actions by providing regulatory analysis and defense strategies.
· Assist in various aspects of shareholder initiated proxy contests and related litigation.

General Corporate Experience:
· Negotiation and preparation of leases, employment and independent contractor agreements, and limited liability company operating agreements.
· Asset and real estate purchases for various clients, including the negotiation and preparation of purchase agreements, loan documents and related financing agreements.
· Negotiation of construction and construction management agreements for both owners and contractors.

JoAnn is a member of Thompson Hine's New Lawyer Committee and is active in the firm's 360° Mentoring Program.

Education

• University of Cincinnati College of Law, J.D., 1994
• University of Cincinnati, B.U.P., 1982, magna cum laude

• "Small Fund Issues", Independent Directors Counsel Conference, San Francisco, CA and Washington, D.C., November 2006
• "Fiduciary Landmines in Organizing and Operating Hedge Funds", Thompson Hine sponsored workshop, New York, New York, September 2006
• "Disclosure Issues", Investment Company Institute Mutual Fund Compliance Programs Conference, Washington, D.C., April 2006
• "Understanding Mutual Funds as an Investment Option", Thompson Hine's Spotlight on Women seminar series, Cincinnati, OH, March 2006